Ch. 92

1996 LAWS OF MARYLAND

8-206.

(A)    IF A SECURITY CERTIFICATE CONTAINS THE SIGNATURES NECESSARY TO
ITS ISSUE OR TRANSFER BUT IS INCOMPLETE IN ANY OTHER RESPECT:

(1)     ANY PERSON MAY COMPLETE IT BY FILLING IN THE BLANKS AS
AUTHORIZED; AND

(2)     EVEN IF THE BLANKS ARE INCORRECTLY FILLED IN, THE SECURITY
CERTIFICATE AS COMPLETED IS ENFORCEABLE BY A PURCHASER WHO TOOK IT FOR
VALUE AND WITHOUT NOTICE OF THE INCORRECTNESS.

(B)     A COMPLETE SECURITY CERTIFICATE THAT HAS BEEN IMPROPERLY
ALTERED, EVEN IF FRAUDULENTLY, REMAINS ENFORCEABLE, BUT ONLY
ACCORDING TO ITS ORIGINAL TERMS.

8-207.

(A)     BEFORE DUE PRESENTMENT FOR REGISTRATION OF TRANSFER OF A
CERTIFICATED SECURITY IN REGISTERED FORM OR OF AN INSTRUCTION
REQUESTING REGISTRATION OF TRANSFER OF AN UNCERTIFICATED SECURITY,
THE ISSUER OR INDENTURE TRUSTEE MAY TREAT THE REGISTERED OWNER AS THE
PERSON EXCLUSIVELY ENTITLED TO VOTE, RECEIVE NOTIFICATIONS, AND
OTHERWISE EXERCISE ALL THE RIGHTS AND POWERS OF AN OWNER.

(B)     THIS TITLE DOES NOT AFFECT THE LIABILITY OF THE REGISTERED
OWNER OF A SECURITY FOR A CALL, ASSESSMENT, OR THE LIKE

8-208.

(A)    A PERSON SIGNING A SECURITY CERTIFICATE AS AUTHENTICATING
TRUSTEE, REGISTRAR, TRANSFER AGENT, OR THE LIKE, WARRANTS TO A
PURCHASER FOR VALUE OF THE CERTIFICATED SECURITY, IF THE PURCHASER IS
WITHOUT NOTICE OF A PARTICULAR DEFECT, THAT:

(1)     THE CERTIFICATE IS GENUINE;

(2)     THE PERSON'S OWN PARTICIPATION IN THE ISSUE OF THE SECURITY
IS WITHIN THE PERSON'S CAPACITY AND WITHIN THE SCOPE OF THE AUTHORITY
RECEIVED BY THE PERSON FROM THE ISSUER; AND

(3)     THE PERSON HAS REASONABLE GROUNDS TO BELIEVE THAT THE
CERTIFICATED SECURITY IS IN THE FORM AND WITHIN THE AMOUNT THE ISSUER IS
AUTHORIZED TO ISSUE

(B)     UNLESS OTHERWISE AGREED, A PERSON SIGNING UNDER SUBSECTION
(A) OF THIS SECTION DOES NOT ASSUME RESPONSIBILITY FOR THE VALIDITY OF
THE SECURITY IN OTHER RESPECTS.

8-209.

A LIEN IN FAVOR OF AN ISSUER UPON A CERTIFICATED SECURITY IS VALID
AGAINST A PURCHASER ONLY IF THE RIGHT OF THE ISSUER TO THE LIEN IS NOTED
CONSPICUOUSLY ON THE SECURITY CERTIFICATE

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