Transfers of Debentures Sample Clauses

Transfers of Debentures. The Debentureholders covenant and agree with the Corporation that the Debentures may only be transferred or sold subject to (a) any requirements of Applicable Securities Legislation; (b) the transferee agreeing to be bound by all of the terms and conditions of the Debentures, including these restrictions on transfer, and, in the case of a transfer to any entity that is an Affiliate of the Debentureholder, as certified by the Debentureholder, all on the terms and conditions of the Investor Rights Agreements applicable to the particular Debentureholder; and (c) the written consent of the Corporation, such consent not to be unreasonably withheld, conditioned or delayed (it being agreed, however, that it will be reasonable for the Corporation to withhold its consent in the case of a proposed transfer to an entity that intends to, or is reasonably expected to, attempt to acquire the Corporation and such consent may be conditional upon the transferee agreeing to be bound by the terms of the Debentures).
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Transfers of Debentures. The Debentureholders covenant and agree with the Corporation that the Debentures may only be transferred or sold subject to (a) any requirements of Applicable Securities Legislation; (b) the transferee agreeing to be bound by all of the terms and conditions of the Debentures, including these restrictions on transfer, and, in the case of a transfer to any entity that is an Affiliate of a current shareholder of CEF Holdings Limited, all the terms and conditions of the Investor Rights Agreement; and (c) in the case of a transfer to any entity that is not an Affiliate of a current shareholder of CEF Holdings Limited as certified by the Debentureholder in the transfer form attached to the Debenture certificate, the written consent of the Corporation, such consent not to be unreasonably withheld, conditioned or delayed (it being agreed, however, that it will be reasonable for the Corporation to withhold its consent in the case of a proposed transfer to an entity that intends to, or is reasonably expected to, attempt to acquire the Corporation and such consent may be conditional upon the transferee agreeing to be bound by the terms of the Debentures).
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Transfers of Debentures. The Debentures may not be assigned, transferred or sold, directly or indirectly, other than by a member of the Restricted Group to (i) another member of the Restricted Group, (ii) any Passive Investor that is a limited partner of the Purchaser as of the date of this Agreement and has been identified to the Corporation on or prior to the date hereof or (iii) any Passive Investor that becomes a limited partner of the Purchaser following the date of this Agreement and has been consented to in writing by the Corporation (such consent not to be unreasonably withheld), in any such case provided that such transferee agrees in a written instrument delivered to the Corporation (and reasonably satisfactory in form and substance to the Corporation) to be bound by all of the restrictions applicable to the Purchaser hereunder, under the Ancillary Agreements and under the Debenture.
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Transfers of Debentures. The Debentureholders covenant and agree with the Corporation that the Debentures may only be transferred or sold subject to (a) any requirements of Applicable Securities Legislation; (b) the transferee agreeing to be bound by all of the terms and conditions of the Debentures, including these restrictions on transfer, and by all of the terms and conditions of the Investor Rights Agreement; and (c) the written consent of the Corporation, such consent not to be unreasonably withheld, conditioned or delayed (it being agreed, however, that it will be reasonable for the Corporation to withhold its consent in the case of a proposed transfer to a person that intends to, or is reasonably expected to, attempt to acquire the Corporation.
Sample 1
Transfers of Debentures. Deposited with TSD (in the scripless system) Debentures deposited with TSD must be transferred in compliance with the Debenture transfer restrictions specified in Condition 4.3 (Debenture Transfer Restriction), the applicable regulations of TSD and any other relevant regulatory authorities and agency, including the relevant over-the-counter centres, which have issued regulations applicable to such transfer.
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Transfers of Debentures. (1) No transfer of a Debenture shall be valid unless made on a register of transfers herein provided for by the registered holder or such holder's executors, administrators or other legal representatives or his or their attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee or other registrar upon compliance with such reasonable requirements as the Trustee or other registrar may prescribe, nor unless the name of the transferee shall have been noted on the Debenture by the Trustee or other registrar.
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Transfers of Debentures. The Debentureholders covenant and agree with the Corporation that the Debentures may only be transferred or sold subject to (a) any requirements of Applicable Securities Legislation;
Sample 1
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Related to Transfers of Debentures

  • Execution of Debentures The Debentures shall be signed in the name and on behalf of the Company by the manual or facsimile signature of its Chairman of the Board of Directors, Chief Executive Officer, Vice Chairman, President, one of its Managing Directors or one of its Executive Vice Presidents, Senior Vice Presidents or Vice Presidents. Only such Debentures as shall bear thereon a certificate of authentication substantially in the form herein before recited, executed by the Trustee or the Authenticating Agent by the manual signature of an authorized signer, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. Such certificate by the Trustee or the Authenticating Agent upon any Debenture executed by the Company shall be conclusive evidence that the Debenture so authenticated has been duly authenticated and delivered hereunder and that the holder is entitled to the benefits of this Indenture. In case any officer of the Company who shall have signed any of the Debentures shall cease to be such officer before the Debentures so signed shall have been authenticated and delivered by the Trustee or the Authenticating Agent, or disposed of by the Company, such Debentures nevertheless may be authenticated and delivered or disposed of as though the Person who signed such Debentures had not ceased to be such officer of the Company; and any Debenture may be signed on behalf of the Company by such Persons as, at the actual date of the execution of such Debenture, shall be the proper officers of the Company, although at the date of the execution of this Indenture any such person was not such an officer. Every Debenture shall be dated the date of its authentication.

  • Conversion of Debentures Section 16.01.

  • Form of Debentures Except in respect of the Initial Debentures, the form of which is provided for herein, the Debentures of each series shall be substantially in such form or forms (not inconsistent with this Indenture) as shall be established herein or by or pursuant to one or more resolutions of the Board of Directors (or to the extent established pursuant to, rather than set forth in, a resolution of the Board of Directors, in an Officer’s Certificate detailing such establishment) or in one or more indentures supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture, and may have imprinted or otherwise reproduced thereon such legend or legends or endorsements, not inconsistent with the provisions of this Indenture, as may be required to comply with any law or with any rules or regulations pursuant thereto or with any rules or regulations of any securities exchange or securities regulatory authority or to conform to general usage, all as may be determined by the directors or officers of the Corporation executing such Debentures on behalf of the Corporation, as conclusively evidenced by their execution of such Debentures.

  • The Debentures SECTION 2.01.

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