U.C.C. - ARTICLE 8 - INVESTMENT SECURITIES
..PART 2. ISSUE - ISSUER.
§ 8-208. Effect of Signature of Authenticating Trustee, Registrar, or Transfer Agent.
(1) A person placing his signature upon a certificated security or an initial transaction statement as authenticating trustee, registrar, transfer agent, or the like, warrants to a purchaser for value of the certificated security or a purchaser for value of an uncertificated security to whom the initial transaction statement has been sent, if the purchaser is without notice of the particular defect, that:
- (a) the certificated security or initial transaction statement is genuine;
- (b) his own participation in the issue or registration of the transfer, pledge, or release of the security is within his capacity and within the scope of the authority received by him from the issuer; and
- (c) he has reasonable grounds to believe the security is in the form and within the amount the issuer is authorized to issue.
(2) Unless otherwise agreed, a person by so placing his signature does not assume responsibility for the validity of the security in other respects.
As amended in 1962 and 1977.
See Appendix I for material relating to changes made in text in 1977.
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© Copyright 2005 by The American Law Institute and the National Conference of Commissioners on Uniform State Laws; reproduced, published and distributed with the permission of the Permanent Editorial Board for the Uniform Commercial Code for the limited purposes of study, teaching, and academic research.