Common use of Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts Clause in Contracts

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the Depository, any of the Depository’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, and may also require compliance with such regulations, if any, as the Depository or the Corporation may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listed. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the Depository, any of the Depository’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.

Appears in 20 contracts

Samples: Deposit Agreement (Bank of America Corp /De/), Deposit Agreement (Bank of America Corp /De/), Deposit Agreement (Bank of America Corp /De/)

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Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, and any other reasonable evidence of authority that may be required by the Depositary and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 11 contracts

Samples: Deposit Agreement (Schwab Charles Corp), Deposit Agreement (Schwab Charles Corp), Deposit Agreement (Schwab Charles Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the Depository, any of the Depository’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.75.7 hereof, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guaranteesignature guarantee, and may also require compliance with such regulations, if any, as the Depository or the Corporation may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listed. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the Depository, any of the Depository’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.

Appears in 6 contracts

Samples: Deposit Agreement (First Horizon National Corp), Deposit Agreement (First Horizon National Corp), Deposit Agreement (First Horizon National Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges charges, taxes or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.7 (including any such tax or charge with respect to the shares of Preferred Stock being deposited or withdrawn or any charges or expense pursuant to Section 3.2), may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guarantee), and (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulationsrequirements, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Preferred Stock may be refused, the delivery of Receipts against shares of the Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 6 contracts

Samples: Deposit Agreement (Texas Capital Bancshares Inc/Tx), Deposit Agreement (Banc of California, Inc.), Deposit Agreement (Enterprise Financial Services Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges charges, taxes or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.7 (including any such tax or charge with respect to the shares of Preferred Shares being deposited or withdrawn or any charges or expense pursuant to Section 3.2), may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guarantee), and (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of shares of the Stock Preferred Shares may be refused, the delivery of Receipts against Stock shares of the Preferred Shares may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 5 contracts

Samples: Deposit Agreement (SVB Financial Group), Deposit Agreement (SVB Financial Group), Deposit Agreement (SVB Financial Group)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any shares of Stock which are required to be registered under the Securities Act of 1933, unless a registration statement under such Act is in effect as to such shares of stock.

Appears in 4 contracts

Samples: Deposit Agreement (Household International Inc), Deposit Agreement (HSBC Finance CORP), Household International Inc

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts Depositary Shares may be refused and the registration of transfer, surrender or exchange of outstanding Receipts Depositary Shares may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 4 contracts

Samples: Deposit Agreement (Vintage Petroleum Capital I), Deposit Agreement (Ati Financing Ii), Deposit Agreement (Providian Financing Iv)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the Depository, any of the DepositoryDepositary, any Depositary’s Agents or Agent and the Corporation may require (a) payment to it of a sum sufficient for the payment (or, in the event that the Depository or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Record Holder of a Receipt pursuant to Sections 3.2 3.02 and 5.75.07, may require (b) the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, and any other reasonable evidence of authority that may also require be required by the Depositary or (c) compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Mandatory Convertible Preferred Stock may be refused, the delivery of Receipts against Mandatory Convertible Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed reasonably necessary or advisable by any of the DepositoryDepositary, any of the DepositoryDepositary’s Agents or and the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.

Appears in 3 contracts

Samples: Deposit Agreement (Southwestern Energy Co), Deposit Agreement (Kinder Morgan, Inc.), Deposit Agreement (Stericycle Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature and/or (iii) compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including a Signature Guaranteewithout limitation, and may also require compliance with the New York Stock Exchange (the "NYSE") or such other regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against the shares of Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or the NYSE or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Regency Centers Corp), Deposit Agreement (Regency Centers Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company, subject to the terms and conditions of this Deposit Agreement (including the DTC provisions set forth in Section 2.01 and the single DTC Receipt contemplated therein), may require any or all of the following: (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any tax or other charges and stock transfer or expenses registration fee payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.7, may require Section 5.07 with respect thereto (including any such tax or charge with respect to the Stock being deposited or withdrawn); (ii) the production of evidence proof satisfactory to it as to the identity and genuineness of any signature (or the authority of any signature, including a Signature Guarantee, ); and may also require (iii) compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and Deposit Agreement, applicable law and and/or as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedincluded for quotation or listing. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (BioFuel Energy Corp.), Deposit Agreement (BioFuel Energy Corp.)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any shares of Stock which are required to be registered under the Securities Act of 1933, unless a registration statement under such Act is in effect as to such shares of stock.

Appears in 2 contracts

Samples: Deposit Agreement (HSBC Usa Inc /Md/), Deposit Agreement (HSBC Finance CORP)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature and/or (iii) compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including a Signature Guaranteewithout limitation, and may also require compliance with the National Association of Securities Dealers, Inc. (the “NASD”) or such other regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against the shares of Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Wachovia Corp New), Deposit Agreement (Wachovia Corp New)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series C Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Series C Preferred Stock may be refused, the delivery of Receipts against shares of Series C Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Old National Bancorp /In/), Deposit Agreement (Old National Bancorp /In/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series E Preferred Stock may be refused, the delivery of Receipts against Series E Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (State Street Corp), Deposit Agreement (Goodrich Petroleum Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Stock Series A Preference Shares may be refused, the delivery of Receipts against Stock Series A Preference Shares may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Textainer Group Holdings LTD), Deposit Agreement (Aircastle LTD)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series C Preferred Stock may be refused, the delivery of Receipts against Series C Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (State Street Corp), Deposit Agreement (Goodrich Petroleum Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence will include a Signature Guarantee), and any other reasonable evidence of authority that may be required by the Depositary and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by Deposit Agreement, the requirements of any securities exchange on which the deposited Stock, the Depositary Shares or the Receipts may be listedincluded for quotation or listed and/or applicable law. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Argo Group International Holdings, Ltd.), Deposit Agreement (CMS Energy Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges charges, taxes or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.7 (including any such tax or charge with respect to the shares of Preferred Stock being deposited or withdrawn or any charges or expense pursuant to Section 3.2), may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guarantee), and (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulationsrequirements, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of shares of the Preferred Stock may be refused, the delivery of Receipts against shares of the Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (First Midwest Bancorp Inc), Deposit Agreement (First Midwest Bancorp Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series A Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Series A Preferred Stock may be refused, the delivery of Receipts against shares of Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Old National Bancorp /In/), Deposit Agreement (Old National Bancorp /In/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, or any of the Depository’s Agents or the Corporation Depositary's Agents, may require payment to it of a sum sufficient for the payment (or, in the event that the Depository or the Corporation shall have made such payment, the reimbursement to it) of any charges tax or expenses payable by the Holder of a Receipt pursuant other governmental charge with respect thereto (including any such tax or charge with respect to Sections 3.2 and 5.7Preferred Stock being deposited or withdrawn), may require the production of evidence proof satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository or the Corporation Depositary may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Preferred Stock may be refused, or the delivery of Receipts against Preferred Stock may be suspended, suspended or the registration of transfer of Receipts may be refused and refused, or the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed closed, or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission commission, or under any provision of this AgreementDeposit Agreement or for any other reason. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any Preferred Stock which in order to be so deposited is required to be registered under the Securities Act, unless a registration statement under the Securities Act is in effect as to such Preferred Stock.

Appears in 2 contracts

Samples: Deposit Agreement (Mississippi Power Capital Trust Iii), Deposit Agreement (Infocure Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series D Preferred Stock may be refused, the delivery of Receipts against Series D Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Goodrich Petroleum Corp), Deposit Agreement (State Street Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, and any other reasonable evidence of authority that may be required by the Depositary and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Stock may be refused, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the Depository, any of the Depository’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (EverBank Financial Corp), Deposit Agreement (EverBank Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature and/or (iii) compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including a Signature Guaranteewithout limitation, and may also require compliance with the NYSE or the National Association of Securities Dealers, Inc. (the "NASD") or such other regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against the shares of Series K Preferred Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (Washington Mutual Inc), Deposit Agreement (Washington Mutual Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series B Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Series B Preferred Stock may be refused, the delivery of Receipts against shares of Series B Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 2 contracts

Samples: Deposit Agreement (First Merchants Corp), Deposit Agreement (Level One Bancorp Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guaranteesignature guarantee, and any other evidence of authority that may be reasonably required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Preferred Stock may be refused, the delivery of Receipts against Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed (and the Depositary shall be promptly notified by the Corporation of such closure) or (ii) if any such action is deemed reasonably necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement; provided that in no event shall the Depositary have any duty or obligation to make such determination.

Appears in 2 contracts

Samples: Deposit Agreement (At&t Inc.), Deposit Agreement (At&t Inc.)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or Table of Contents expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the “NASD”) or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as Deposit Agreement. The [If shares of Stock may be required deposited by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listed. The holders thereof: deposit of the Stock may be refused, the the] delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Pmi Group Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence will include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association) and any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedAgreement. The deposit of the Stock Shares may be refused, the delivery of Receipts against Stock Shares may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation Company is closed closed, or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.

Appears in 1 contract

Samples: Master Deposit Agreement (Agree Realty Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence shall include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series C Preferred Stock may be refused, the delivery of Receipts against Series C Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (TCF Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-upsplitup, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges charges, taxes or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence may include a signature guarantee), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by the rules of any applicable securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedexchanges. The deposit of the Series A Preferred Stock may be refused, the delivery of Receipts against Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bank of Hawaii Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series A Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Series A Preferred Stock may be refused, the delivery of Receipts against shares of Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bridgewater Bancshares Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series N Preferred Stock may be refused, the delivery of Receipts against Series N Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bb&t Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with the rules and regulations of any governmental body, any stock exchange or applicable self-regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the "NASD") or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed with respect to the Stock, or (iiiii) if any such action is deemed necessary or advisable by with the Depository, any approval of the Depository’s Agents or Company, for any other reason. Without limitation of the Corporation at foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any time or from time shares of Stock that are required to time because be registered under the Securities Act unless a registration statement under the Securities Act is in effect as to such shares of any requirement of law or of any government or governmental body or commission or under any provision of this AgreementStock.

Appears in 1 contract

Samples: Agreement (Axis Capital Holdings LTD)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the "NASD") or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as Deposit Agreement. The [If shares of Stock may be required deposited by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listed. The holders thereof: deposit of the Stock may be refused, the the] delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the Depository, any of the Depository’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.during

Appears in 1 contract

Samples: Deposit Agreement (First Union Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence may include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series E Preferred Stock may be refused, the delivery of Receipts against Series E Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bb&t Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock Shares may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Agents Depositary's agents or the Corporation Company at any time or from time to time because of any the requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (United Companies Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the shares of the Series A Preferred Stock may be refused, the delivery of Receipts against the shares of the Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Global Geophysical Services Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series G Preferred Stock may be refused, the delivery of Receipts against Series G Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bb&t Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence shall include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series A Preferred Stock may be refused, the delivery of Receipts against Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (TCF Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence will include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series E Preferred Stock may be refused, the delivery of Receipts against Series E Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Keycorp /New/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series C Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Series C Preferred Stock may be refused, the delivery of Receipts against shares of Series C Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Stifel Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series B Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of the Series B Preferred Stock may be refused, the delivery of Receipts against Series B Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Stifel Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series O Preferred Stock may be refused, the delivery of Receipts against Series O Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Truist Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series R Preferred Stock may be refused, the delivery of Receipts against Series R Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Truist Financial Corp)

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Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the “NASD”) or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Wachovia Preferred Funding Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series A Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of the Series A Preferred Stock may be refused, the delivery of Receipts against Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Stifel Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock Shares may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bank of America Corp /De/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, ; and may also require compliance with the rules and regulations of any governmental body, any stock exchange or applicable self-regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the “NASD”) or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or with respect to the Stock, (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement, or (iii) with the approval of the Company, for any other reason. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any shares of Stock that are required to be registered under the Securities Act unless a registration statement under the Securities Act is in effect as to such shares of Stock.

Appears in 1 contract

Samples: Deposit Agreement (Amerigroup Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series F Preferred Stock may be refused, the delivery of Receipts against Series F Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bb&t Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges charges, taxes or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.8 (including any such tax or charge with respect to any shares of Series A Preferred Stock being deposited or withdrawn or any charges or expense pursuant to Section 3.2), may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature which evidence shall include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association, including a Signature GuaranteeInc., and any other reasonable evidence of authority that may also require be required by the Depositary, and (iii) compliance with such regulationsadditional requirements, if any, as the Depository Depositary or the Corporation may reasonably establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the shares of Series A Preferred Stock may be refused, the delivery of Receipts against such shares of Series A Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Regions Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender surrender, exchange or exchange redemption of any Receipt, the Depositorywithdrawal of any Stock underlying the Depositary Shares or the exercise of any conversion rights, the Depositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by Deposit Agreement. The exercise of any securities exchange on which conversion rights or the Stock, withdrawal of any Stock underlying the Depositary Shares or the Receipts may be listed. The deposit of the Stock may be refusedsuspended, the delivery of Receipts against Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender surrender, exchange or exchange redemption of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (American States Water Co)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, ; and may also require compliance with the rules and regulations of any governmental body, any stock exchange or applicable self-regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the "NASD") or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed with respect to the Stock or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Ohio Casualty Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence may include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series D Preferred Stock may be refused, the delivery of Receipts against Series D Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bb&t Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series G Preferred Stock may be refused, the delivery of Receipts against Series G Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (State Street Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the Depository, any of the DepositoryDepositary, any Depositary’s Agents or Agent and the Corporation may require (a) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Record Holder of a Receipt pursuant to Sections 3.2 3.02 and 5.75.07, may require (b) the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, and any other reasonable evidence of authority that may also require be required by the Depositary or (c) compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series B Preferred Stock may be refused, the delivery of Receipts against Series B Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation is closed or (ii) if any such action is deemed reasonably necessary or advisable by any of the DepositoryDepositary, any of the DepositoryDepositary’s Agents or and the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Centerpoint Energy Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the shares of Series E Preferred Stock may be refused, the delivery of Receipts against shares of Series E Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Magnum Hunter Resources Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence will include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series G Preferred Stock may be refused, the delivery of Receipts against Series G Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Keycorp /New/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series H Preferred Stock may be refused, the delivery of Receipts against Series H Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Bb&t Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including without limitation, the Financial Industry Regulatory Authority (“FINRA”) or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as Deposit Agreement. The [If shares of Stock may be required deposited by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listed. The holders thereof: deposit of the Stock may be refused, the the] delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or FINRA or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Pmi Group Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series B Convertible Preferred Stock may be refused, the delivery of Receipts against Series B Convertible Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (ia) during any period when the register of stockholders of the Corporation is closed closed, or (iib) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Penn Virginia Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence will include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series D Preferred Stock may be refused, the delivery of Receipts against Series D Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Keycorp /New/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges charges, taxes or expenses payable by the Holder of a Receipt pursuant to Section 5.7 (including any charges or expense payable by a Holder of a Receipt pursuant to Sections 3.2 and 5.75.6), may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guarantee), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series A Convertible Preferred Stock may be refused, the delivery of Receipts against Series A Convertible Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (ia) during any period when the register of stockholders of the Corporation is closed closed, or (iib) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Rex Energy Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence will include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series F Preferred Stock may be refused, the delivery of Receipts against Series F Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Keycorp /New/)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series Q Preferred Stock may be refused, the delivery of Receipts against Series Q Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Truist Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, ; and may also require compliance with the rules and regulations of any governmental body, any stock exchange or applicable self-regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the "NASD") or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedDeposit Agreement. The deposit of the Stock may be refused, the delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or with respect to the Stock, (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement, or (iii) with the approval of the Company, for any other reason. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any shares of Stock that are required to be registered under the Securities Act unless a registration statement under the Securities Act is in effect as to such shares of Stock.

Appears in 1 contract

Samples: Deposit Agreement (Global Signal Inc)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series P Preferred Stock may be refused, the delivery of Receipts against Series P Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Truist Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Stock Series B Preference Shares may be refused, the delivery of Receipts against Stock Series B Preference Shares may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders shareholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Textainer Group Holdings LTD)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation Company shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder holder of a Receipt pursuant to Sections 3.2 and 5.7Section 5.07, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including a Signature Guarantee, signature and may also require compliance with the rules and regulations of any governmental body, any stock exchange or any applicable self regulatory body, including without limitation, the National Association of Securities Dealers, Inc. (the "NASD") or such regulations, if any, as the Depository Depositary or the Corporation Company may establish consistent with the provisions of this Agreement and applicable law and as Deposit Agreement. The [If shares of Stock may be required deposited by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listed. The holders thereof: deposit of the Stock may be refused, the the] delivery of Receipts against Stock deposited with the Depositary may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation Company is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the Depository’s Depositary's Agents or the Corporation Company at any time or from time to time because of any requirement of law or of any government or government, governmental body or commission commission, stock exchange or the NASD or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Scholastic Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series I Preferred Stock may be refused, the delivery of Receipts against Series I Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (State Street Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require (i) payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require (ii) the production of evidence satisfactory to it as to the identity and genuineness of any signaturesignature (which evidence will include a signature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), including a Signature Guaranteeand (iii) any other reasonable evidence of authority that may be required by the Depositary, and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Series D Preferred Stock, the Depositary Shares or the Receipts may be listed. The deposit of shares of the Series D Preferred Stock may be refused, the delivery of Receipts against shares of Series D Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (Stifel Financial Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series F Preferred Stock may be refused, the delivery of Receipts against Series F Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Deposit Agreement.

Appears in 1 contract

Samples: Deposit Agreement (State Street Corp)

Limitations on Execution and Delivery, Transfer, Surrender and Exchange of Receipts. As a condition precedent to the execution and delivery, registration of transfer, split-up, combination, surrender or exchange of any Receipt, the DepositoryDepositary, any of the DepositoryDepositary’s Agents or the Corporation may require payment to it of a sum sufficient for the payment (or, in the event that the Depository Depositary or the Corporation shall have made such payment, the reimbursement to it) of any charges or expenses payable by the Holder of a Receipt pursuant to Sections 3.2 and Section 5.7, may require the production of evidence satisfactory to it as to the identity and genuineness of any signature, including signature (which evidence may include a Signature Guaranteesignature guarantee from an eligible guarantor institution participating in a signature guarantee program approved by the Securities Transfer Association), and may also require compliance with such regulations, if any, as the Depository Depositary or the Corporation may establish consistent with the provisions of this Deposit Agreement and and/or applicable law and as may be required by any securities exchange on which the Stock, the Depositary Shares or the Receipts may be listedlaw. The deposit of the Series H Preferred Stock may be refused, the delivery of Receipts against Series H Preferred Stock may be suspended, the registration of transfer of Receipts may be refused and the registration of transfer, surrender or exchange of outstanding Receipts may be suspended (i) during any period when the register of stockholders of the Corporation is closed or (ii) if any such action is deemed necessary or advisable by the Depository, any of the Depository’s Agents or the Corporation at any time or from time to time because of any requirement of law or of any government or governmental body or commission or under any provision of this Agreement.or

Appears in 1 contract

Samples: Deposit Agreement (State Street Corp)

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