Issuance of Warrants and Execution and Delivery of Warrant Certificates Clause Samples
This clause governs the process by which warrants are formally issued and the corresponding warrant certificates are executed and delivered to the holders. It typically outlines the steps the issuer must take to create and distribute the certificates, such as signing by authorized officers and ensuring proper documentation is provided to the warrant holders. The core function of this clause is to ensure that the issuance of warrants is conducted in an orderly and legally valid manner, providing clear evidence of the holders' rights and reducing the risk of disputes over ownership or validity.
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Issuance of Warrants and Execution and Delivery of Warrant Certificates. (a) All Warrant Certificates shall be in registered form, shall contain such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement and may have such letters, numbers or other marks of identification or designation and such legends or endorsements placed thereon as may, consistently herewith, be determined by a duly authorized representative of the Company (each, an "Authorized Person"), as evidenced conclusively by the execution of such Warrant Certificates and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation.
(b) The Warrant Agent shall, upon receipt of the Warrant Certificates duly executed on behalf of the Company, countersign one or more global warrant certificates (the "Global Warrant Certificates") evidencing the Warrants and shall, subject to paragraph (a) above, deliver such Global Warrant Certificates to or upon the written order of the Company. Subsequent to such original issuance of the Warrant Certificates, the Warrant Agent shall countersign Warrant Certificates only if such Warrant Certificates are issued in exchange or substitution for one or more previously countersigned Warrant Certificates, as the case may be, or, in connection with their transfer, as hereinafter provided or as provided in Section 6(a) or Section 18, but subject to the provisions of
Issuance of Warrants and Execution and Delivery of Warrant Certificates. 1. 113000992 v2
Issuance of Warrants and Execution and Delivery of Warrant Certificates. SECTION 1.01. Issuance of Warrants; Book-Entry Procedures; Successor Depositary........................... 2 SECTION 1.02. Form, Execution and Delivery of Global Warrant Certificate............................ 3 SECTION 1.03
Issuance of Warrants and Execution and Delivery of Warrant Certificates. (a) All Warrant Certificates shall be in registered form, shall contain such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Agreement and may have such letters, numbers or other marks of identification or designation and such legends or endorsements placed thereon as may, consistently herewith, be determined by a duly authorized representative of the Company (each, an "Authorized Person"), as evidenced conclusively by the execution of such Warrant Certificates and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any law or with any rule or regulation.
(b) The Warrant Agent shall, upon receipt of the Warrant Certificates duly executed on behalf of the Company, countersign one or more global warrant certificates (the "Global Warrant Certificates") evidencing the Warrants and shall, subject to paragraph (a) above, deliver such Global Warrant Certificates to or upon the written order of the Company. Subsequent to such original issuance of the Warrant Certificates, the Warrant Agent shall countersign Warrant Certificates only if such Warrant Certificates are issued in exchange or substitution for one or more previously countersigned Warrant Certificates, as the case may be, or, in connection with their transfer, as hereinafter provided or as provided in Section 6(a) or Section 18, but subject to the provisions of Section 7. A Global Warrant Certificate shall be, and shall remain, subject to the provisions of this Agreement until such time as all of the Warrants evidenced thereby shall have been duly exercised or shall have expired or been canceled in accordance with the terms thereof. No Warrant Certificate shall be valid for any purpose, and no Warrant evidenced thereby shall be exercisable, until such Warrant Certificate has been countersigned by the manual signature of the Warrant Agent. Such signature by the Warrant Agent upon any Warrant Certificate executed by the Company shall be conclusive evidence that such Warrant Certificate so countersigned has been duly issued hereunder.
(c) Each Warrant Certificate shall be signed on behalf of the Company by an Authorized Person. Such signature may be the manual or facsimile signature of such persons and may be imprinted or otherwise reproduced on the Warrant Certificates. In case any Authorized Person who shall have signed any of the Warrant Certificates either manually or by facsimile signature shall ce...
Issuance of Warrants and Execution and Delivery of Warrant Certificates. SECTION 1.01. ISSUANCE OF WARRANTS. [IF OFFERED SECURITIES WITH WARRANTS ATTACHED] - Warrants shall be [initially] issued in connection with the issuance of the Offered Securities [but shall be separately transferable on and after _____, ____ (the "Detachable Date")][and shall not be separately transferable]. Warrant Certificates shall be [initially] issued in units with the Offered Securities and each Warrant Certificate included in such a unit shall evidence ________ Warrants for each [share of Offered Securities] [$________ principal amount of Offered Securities or its equivalent in a foreign currency or composite currency] included in such unit.] [IF WARRANTS ALONE - Upon issuance each Warrant Certificate shall evidence one or more Warrants.] Each Warrant evidenced by a Warrant Certificate shall represent the right, subject to the provisions contained herein and therein, to purchase ________ shares of Warrant Securities.
Issuance of Warrants and Execution and Delivery of Warrant Certificates
