PARRIS N. GLENDENING, Governor

Ch. 92

PROVIDED IN SUBSECTION (A) OR (B) OF THIS SECTION, AND HAS THE RIGHTS AND
PRIVILEGES OF A PURCHASER UNDER THIS SECTION.

(3) THE WARRANTIES OF AND IN FAVOR OF THE BROKER ACTING AS AN
AGENT ARE IN ADDITION TO APPLICABLE WARRANTIES GIVEN BY AND IN FAVOR OF
THE CUSTOMER.

8-109.

(A)    A PERSON WHO ORIGINATES AN ENTITLEMENT ORDER TO A SECURITIES
INTERMEDIARY WARRANTS TO THE SECURITIES INTERMEDIARY THAT:

(1)     THE ENTITLEMENT ORDER IS MADE BY AN APPROPRIATE PERSON,
OR IF THE ENTITLEMENT ORDER IS BY AN AGENT, THE AGENT HAS ACTUAL
AUTHORITY TO ACT ON BEHALF OF THE APPROPRIATE PERSON; AND

(2)     THERE IS NO ADVERSE CLAIM TO THE SECURITY ENTITLEMENT.

(B)     A PERSON WHO DELIVERS A SECURITY CERTIFICATE TO A SECURITIES
INTERMEDIARY FOR CREDIT TO A SECURITIES ACCOUNT OR ORIGINATES AN
INSTRUCTION WITH RESPECT TO AN UNCERTIFICATED SECURITY DIRECTING THAT
THE UNCERTIFICATED SECURITY BE CREDITED TO A SECURITIES ACCOUNT MAKES
TO THE SECURITIES INTERMEDIARY THE WARRANTIES SPECIFIED IN § 8-108(A) OR
(B) OF THIS SUBTITLE.

(C)     IF A SECURITIES INTERMEDIARY DELIVERS A SECURITY CERTIFICATE TO
ITS ENTITLEMENT HOLDER OR CAUSES ITS ENTITLEMENT HOLDER TO BE
REGISTERED AS THE OWNER OF AN UNCERTIFICATED SECURITY, THE SECURITIES
INTERMEDIARY MAKES TO THE ENTITLEMENT HOLDER THE WARRANTIES
SPECIFIED IN § 8-l08(A) OR (B) OF THIS SUBTITLE.

8-110.

(A)    THE LOCAL LAW OF THE ISSUER'S JURISDICTION, AS SPECIFIED IN
SUBSECTION (D) OF THIS SECTION, GOVERNS:

(1)     THE VALIDITY OF A SECURITY;

(2)     THE RIGHTS AND DUTIES OF THE ISSUER WITH RESPECT TO
REGISTRATION OF TRANSFER;

(3)     THE EFFECTIVENESS OF REGISTRATION OF TRANSFER BY THE
ISSUER;

(4)     WHETHER THE ISSUER OWES ANY DUTIES TO AN ADVERSE
CLAIMANT TO A SECURITY; AND

(5)     WHETHER AN ADVERSE CLAIM CAN BE ASSERTED AGAINST A
PERSON TO WHOM TRANSFER OF A CERTIFICATED OR UNCERTIFICATED SECURITY
IS REGISTERED OR A PERSON WHO OBTAINS CONTROL OF AN UNCERTIFICATED
SECURITY.

(B)     THE LOCAL LAW OF THE SECURITIES INTERMEDIARY'S JURISDICTION, AS
SPECIFIED IN SUBSECTION (E) OF THIS SECTION, GOVERNS:

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