Amendment of Rights Agreement. The Company, by action of the Board, may supplement or amend any provision of the Rights Agreement in any respect without the approval of any registered holder of Rights, including, without limitation, in order to (a) cure any ambiguity, (b) correct or supplement any provision contained in the Rights Agreement that may be defective or inconsistent with other provisions of the Rights Agreement, (c) shorten or lengthen any time period under the Rights Agreement, or (d) otherwise change, amend, or supplement any provisions of the Rights Agreement in any manner that the Company deems necessary or desirable; provided, however, that no supplement or amendment made after a person becomes an Acquiring Person shall adversely affect the interests of the registered holders of rights certificates (other than an Acquiring Person or any affiliated or associated person of an Acquiring Person or certain of their transferees) or shall cause the Rights Agreement to become amendable other than in accordance with the amendment provision contained therein. Without limiting the foregoing, the Company may at any time before any person becomes an Acquiring Person amend the Rights Agreements to make provisions of the Rights Agreement inapplicable to a particular transaction by which a person might otherwise become an Acquiring Person or to otherwise alter the terms and conditions of the Rights Agreement as they may apply with respect to any such transaction.
Appears in 6 contracts
Samples: Rights Agreement (Newpark Resources Inc), Rights Agreement (Fluor Corp), Rights Agreement (Fox Corp)
Amendment of Rights Agreement. The Except as otherwise provided in the Rights Agreement, the Company, by action of the Board, may from time to time, in its sole and absolute discretion, supplement or amend any provision of the Rights Agreement in any respect without the approval of any registered holder holders of Rights, including, without limitation, in order to (ai) cure any ambiguityambiguity in the Rights Agreement, (bii) correct or supplement any provision contained in the Rights Agreement that may be defective or inconsistent with any other provisions of the Rights Agreementcontained therein, (ciii) shorten or lengthen any time period under in the Rights Agreement, or (div) otherwise change, amend, or supplement any provisions of in the Rights Agreement in any manner that the Company deems may deem necessary or desirable; provided, however, that no supplement or amendment made from and after a such time as any person becomes an Acquiring Person shall Person, the Rights Agreement may not be supplemented or amended in any manner that would adversely affect affect the interests of the registered holders of rights certificates Rights (other than an Acquiring Person Rights that have become null and void pursuant to the Rights Agreement) as such or any affiliated or associated person of an Acquiring Person or certain of their transferees) or shall cause the Rights Agreement to become amendable other than in accordance with the amendment provision contained thereinterms of the Rights Agreement. Without limiting the foregoing, the Company Company, by action of the Board, may at any time before any person becomes an Acquiring Person amend the Rights Agreements Agreement to make the provisions of the Rights Agreement inapplicable to a particular transaction by which a person might otherwise become an Acquiring Person or to otherwise alter the terms and conditions of the Rights Agreement as they may apply with respect to any such transaction.
Appears in 2 contracts
Samples: Rights Agreement, Rights Agreement
Amendment of Rights Agreement. The Company, by action of the Board, may supplement or amend any provision of the Rights Agreement in any respect without the approval of any registered holder of Rights, including, without limitation, in order to (a) cure any ambiguity, (b) correct or supplement any provision contained in the Rights Agreement that may be defective or inconsistent with other provisions of the Rights Agreement, (c) shorten or lengthen any time period under the Rights Agreement, or (d) otherwise change, amend, or supplement any provisions of the Rights Agreement in any manner that the Company deems necessary or desirable; provided, however, that no supplement or amendment made after a person becomes an Acquiring Person shall adversely affect the interests of the registered holders of rights certificates (other than an Acquiring Person or any affiliated or associated person of an Acquiring Person or certain of their transferees) or shall cause the Rights Agreement to become amendable other than in accordance with the amendment provision contained therein. Without limiting the foregoing, the Company may at any time before any person becomes an Acquiring Person amend the Rights Agreements to make provisions of the Rights Agreement inapplicable to a particular transaction by which a person might otherwise become an Acquiring Person or to otherwise alter the terms and conditions of the Rights Agreement as they may apply with respect to any such transaction.a
Appears in 1 contract
Samples: Rights Agreement
Amendment of Rights Agreement. The Except as otherwise provided in the Rights Agreement, the Company, by action of the Board, may from time to time, in its sole and absolute discretion, supplement or amend any provision of the Rights Agreement in any respect without the approval of any registered holder holders of Rights, including, without limitation, in order to (ai) cure any ambiguityambiguity in the Rights Agreement, (bii) correct or supplement any provision contained in the Rights Agreement that may be defective or inconsistent with any other provisions of the Rights Agreementcontained therein, (ciii) shorten or lengthen any time period under in the Rights Agreement, or (div) otherwise change, amend, or supplement any provisions of in the Rights Agreement in any manner that the Company deems may deem necessary or desirable; provided, however, that no supplement or amendment made from and after a such time as any person becomes an Acquiring Person shall Person, the Rights Agreement may not be supplemented or amended in any manner that would adversely affect the interests of the registered holders of rights certificates Rights (other than an Acquiring Person Rights that have become null and void pursuant to the Rights Agreement) as such or any affiliated or associated person of an Acquiring Person or certain of their transferees) or shall cause the Rights Agreement to become amendable other than in accordance with the amendment provision contained thereinterms of the Rights Agreement. Without limiting the foregoing, the Company Company, by action of the Board, may at any time before any person becomes an Acquiring Person amend the Rights Agreements Agreement to make the provisions of the Rights Agreement inapplicable to a particular transaction by which a person might otherwise become an Acquiring Person or to otherwise alter the terms and conditions of the Rights Agreement as they may apply with respect to any such transaction.
Appears in 1 contract
Samples: Rights Agreement
Amendment of Rights Agreement. The Company, by action of the Board, may supplement or amend any provision of the Rights Agreement in any respect without the approval of any registered holder of Rights, including, without limitation, in order to (a) cure any ambiguity, (b) correct or supplement any provision contained in the Rights Agreement that may be defective or inconsistent with other provisions of the Rights Agreement, (c) shorten or lengthen any time period under the Rights Agreement, or (d) otherwise change, amend, or supplement any provisions of the Rights Agreement in any manner that the Company deems necessary or desirable; provided, however, that no supplement or amendment made after a person becomes an Acquiring Person shall adversely affect the interests of the registered holders of rights certificates (other than an Acquiring Person or any affiliated or associated person persons of an Acquiring Person or certain of their transferees) or shall cause the Rights Agreement to become amendable other than in accordance with the amendment provision contained therein. Without limiting the foregoing, the Company Company, by action of the Board, may at any time before any person becomes an Acquiring Person amend or supplement the Rights Agreements to make provisions of the Rights Agreement inapplicable to a particular transaction by which a person might otherwise become an Acquiring Person or to otherwise alter the terms and conditions of the Rights Agreement as they may apply with respect to any such transaction.
Appears in 1 contract