Transfer Agent Instruction Delivery Requirement definition

Transfer Agent Instruction Delivery Requirement shall have the meaning specified in Section 2.4.3.1 of this Agreement.
Transfer Agent Instruction Delivery Requirement shall have the meaning specified in Section 2.4.3.1 of this Agreement. “Transfer Agent Legal Opinion Letter”– shall have the meaning specified in Section 2.4.3.2 of this Agreement. The 3(a)(9 ) Exchange (s). 2.1 Generally, Subject to the terms, conditions and limitations of this Agreement, for so long as any amounts payable under the Debt Securities remain (i) unexchanged for shares of Issuer Common Stock hereunder, or (ii) unpaid and outstanding (such period being deemed the “Investor Holding Period”), the Investor shall have a continuing right in its sole and exclusive discretion, through the delivery by Investor to Issuer of an Exchange Notice, to elect to exchange as part of a 3(a)(9) exchange (in each instance, an “Exchange Request”) all or any part of the amount of any principal and / or accrued but unpaid interest there on (assets forth within any such Exchange Notice, the “Exchange Amount”) for a number of fully –paid and non-assessable shares of Issuer Common Stock equal to (x) the Exchange Amount divided by (y) the Stock Price multiplied by the Exchange Multiple (such result in each instance constituting the “Exchange Shares”); provided, however, that any and all obligations under the Debt Securities shall remain unaffected during such Investor Holding Period for all or any part thereof remaining unexchanged including without limitation any events or other terms of default. In connection with this provision, the Debt Securities Instrument shall be deemed to have been incorporated by reference here in with all rights and obligations attendant there to and arising there under to be continuing unaffected here by but only in so far as not in conflict at any given time with any superseding provisions of this Agreement.

Examples of Transfer Agent Instruction Delivery Requirement in a sentence

  • Failure to meet the Transfer Agent Instruction Delivery Requirement shall result in an adjustment to the Exchange Amount so that the Exchange Shares shall be a number of fully-paid and nonassessable shares of Issuer Common Stock equal to (x) the Exchange Amount divided by (y) the lessor of (A) $0.00001 and (B) twenty percent (20%) of the Stock Price during the twenty (20) Trading Days prior to the date of delivery of an Exchange Notice.

  • Failure to meet the Transfer Agent Instruction Delivery Requirement shall result in an adjustment to the Exchange A mount so that the Exchange Shares shall be a number of fully-paid and nonassessable shares of Issuer Common Stock equal co ( x) the Exchange Amount divided by (y) the lessor of (A) $0.00001 and (B) twenty percent (20%) of the Stock Price during the Pricing Period .

Related to Transfer Agent Instruction Delivery Requirement

  • Transfer Agent Instruction Letter means the letter from the Company to the Transfer Agent which instructs the Transfer Agent to issue Underlying Shares pursuant to the Transaction Documents, in the form of Exhibit B attached hereto.

  • Transfer Agent Instructions means the Irrevocable Transfer Agent Instructions, in the form of Exhibit D, executed by the Company and delivered to and acknowledged in writing by the Transfer Agent.

  • Irrevocable Transfer Agent Instructions means, with respect to the Company, the Irrevocable Transfer Agent Instructions, in the form of Exhibit E, executed by the Company and delivered to and acknowledged in writing by the Transfer Agent.

  • Payment Instruction is as defined in Section 36 of the General Terms, and is further defined as the information provided by you to the Service for a bill payment to be made to the Xxxxxx (such as, but not limited to, Xxxxxx name, Xxxxxx account number, and Scheduled Payment Date).

  • Transfer Instruction is a specific information provided for a transfer to be made that you provide to the Account to Account Transfer Service for a transfer of funds.

  • Payment Instructions has the meaning set forth in Section 5.2(a) of the Loan Agreement.

  • Disbursement Instruction Agreement means an agreement substantially in the form of Exhibit B to be executed and delivered by the Borrower pursuant to Section 6.1.(a), as the same may be amended, restated or modified from time to time with the prior written approval of the Administrative Agent.

  • Transfer Instructions are the information that you provide when using the Service. “Us,” “We,” and “Our” means Credit Union.

  • RBC instructions means the RBC report, including risk-based capital instructions adopted by the NAIC, as the RBC instructions may be amended by the NAIC from time to time in accordance with the procedures adopted by the NAIC.

  • Delivery Instructions means the instructions set out in the Contract for the provision of the Goods and Services, including any other information the Authority considers appropriate to the provision of the Goods and Services.

  • Instruction Letter means written instructions in a form acceptable to NCPS and executed by Issuer Party with Issuer Party directing NCPS to promptly disburse the Escrow Funds to Issuer pursuant to Section 4(a).

  • Blanket Issuer Letter of Representations means the Blanket Issuer Letter of Representations between the City, the Registrar and DTC.

  • Dispatch Instruction has the meaning set forth in the CAISO Tariff.

  • Rule 144A Letter As defined in Section 5.02(b).

  • DTC Representation Letter means the Blanket Letter of Representation from the Issuer and the Paying Agent to DTC which provides for a book-entry system, or any agreement between the Issuer and Paying Agent and a successor securities depository duly appointed.

  • Investment Representation Letter As defined in Section 5.02(b).

  • Underlying Transfer Agent means State Street Bank and Trust Company or such other organization which may from time to time be appointed by the Fund to act as a transfer agent for the Underlying Portfolios and with respect to which the Custodian is provided with Proper Instructions.

  • Letter of Representations means any applicable agreement among the Corporation, the Depositary and a Global Receipt Depository with respect to such Global Receipt Depository’s rights and obligations with respect to any Global Registered Receipts, as the same may be amended, supplemented, restated or otherwise modified from time to time and any successor agreement thereto.

  • Proper Instruction means a writing signed or initialed by one or more person or persons as the Board shall have from time to time authorized. Each such writing shall set forth the specific transaction or type of transaction involved. Oral instructions will be deemed to be Proper Instructions if (a) FAS reasonably believes them to have been given by a person previously authorized in Proper Instructions to give such instructions with respect to the transaction involved, and (b) the Investment Company, or the Fund, and FAS promptly cause such oral instructions to be confirmed in writing. Proper Instructions may include communications effected directly between electro-mechanical or electronic devices provided that the Investment Company, or the Fund, and FAS are satisfied that such procedures afford adequate safeguards for the Fund's assets. Proper Instructions may only be amended in writing.

  • Voice Initiated Funds Transfer Instruction means any Voice Initiated Redemption or Voice Initiated Election.For the purposes of these definitions, the singular includes the plural and the plural includes the singular, unless otherwise indicated. General Exclusions - Applicable to All Insuring Clauses2. This bond does not directly or indirectly cover:a. loss not reported to the COMPANY in writing within sixty (60) days after termination of this Bond as an entirety;b. loss due to riot or civil commotion outside the United States of America and Canada, or any loss due to military, naval or usurped power, war or insurrection. This Section 2.b., however, shall not apply to loss which occurs in transit in the circumstances recited in INSURING CLAUSE 3., provided that when such transit was initiated there was no knowledge on the part of any person acting for the ASSURED of such riot, civil commotion, military, naval or usurped power, war or insurrection;c. loss resulting from the effects of nuclear fission or fusion or radioactivity;d. loss of potential income including, but not limited to, interest and dividends not realized by the ASSURED or by any customer of the ASSURED;e. damages of any type for which the ASSURED is legally liable, except compensatory damages, but not multiples thereof, arising from a loss covered under this Bond;f. costs, fees and expenses incurred by the ASSURED in establishing the existence of or amount of loss under this Bond, except to the extent covered under INSURING CLAUSE 11.;g. loss resulting from indirect or consequential loss of any nature; General Exclusions - Applicable to All Insuring Clauses(continued)h. loss resulting from dishonest acts by any member of the Board of Directors or Board of Trustees of the ASSURED who is not an Employee, acting alone or in collusion with others;

  • Direct instruction means any instruction given by the person required to provide the notification or any person controlled by that person within the meaning of Article L. 233-3 of the Commercial Code, stipulating how the management company or the investment service provider should exercise the voting rights under given circumstances;

  • Private Certificate As specified in the Preliminary Statement.

  • Rule 144A Global Covered Bond means a Registered Global Covered Bond representing Covered Bonds sold in the United States to QIBs in reliance on Rule 144A;

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Securities Lending Agreement means an agreement under which a local agency agrees to transfer securities to a borrower who, in turn, agrees to provide collateral to the local agency. During the term of the agreement, both the securities and the collateral are held by a third party. At the conclusion of the agreement, the securities are transferred back to the local agency in return for the collateral.

  • Proper Instructions means Written Instructions.