Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 89 contracts
Samples: Rights Agreement (Peregrine Pharmaceuticals Inc), Rights Agreement (iGo, Inc.), Rights Agreement (QCR Holdings Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 65 contracts
Samples: Rights Agreement (Amag Pharmaceuticals Inc.), Rights Agreement (Aradigm Corp), Rights Agreement (Wind River Systems Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 45 contracts
Samples: Rights Agreement (Compass Minerals International Inc), Rights Agreement (Medivation, Inc.), Rights Agreement (Dex Media Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 41 contracts
Samples: Rights Agreement (American Axle & Manufacturing Holdings Inc), Rights Agreement (Aphton Corp), Rights Agreement (American Axle & Manufacturing Holdings Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and Section 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 27 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificatecontained.
Appears in 29 contracts
Samples: Rights Agreement (New Frontier Media Inc), Rights Agreement (Homeservices Com Inc), Rights Agreement (Orion Capital Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 17 contracts
Samples: Rights Agreement (Polymer Research Corp of America), Rights Agreement (New 360), Rights Agreement (Edgar Online Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 15 contracts
Samples: Rights Agreement (Oneok Inc /New/), Rights Agreement (Oneok Inc /New/), Rights Agreement (Oneok Inc /New/)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 11 contracts
Samples: Rights Agreement (Old Republic International Corp), Rights Agreement (Old Republic International Corp), Rights Agreement (Old Republic International Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such may assume that no adjustment has been made unless and until it shall have received such certificate.
Appears in 11 contracts
Samples: Rights Agreement (Brunswick Corp), Rights Agreement (Brunswick Corp), Combination Agreement (Burlington Northern Santa Fe Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief brief, reasonably detailed statement of the facts facts, computations and methodology accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 25.1 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to, and shall not be deemed to have knowledge of any of, such adjustment unless and until it shall have received such certificate.
Appears in 10 contracts
Samples: Rights Agreement (Macropore Inc), Rights Agreement (Lamonts Apparel Inc), Rights Agreement (Datron Systems Inc/De)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 9 contracts
Samples: Rights Agreement (MRV Communications Inc), Rights Agreement (Comstock Resources Inc), Rights Agreement (Sanchez Energy Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief reasonably detailed statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 8 contracts
Samples: Rights Agreement (Cabot Microelectronics Corp), Rights Agreement (Cabot Microelectronics Corp), Rights Agreement (NNG Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 7 contracts
Samples: Rights Agreement (Control Devices Inc), Rights Agreement (Lincoln National Corp), Rights Agreement (Union Acceptance Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofSection 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement statement, reasonably detailed, of the facts and computations accounting for such adjustment, adjustment and (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common shares of Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)certificate. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 7 contracts
Samples: Rights Agreement (Pharmacopeia Drug Discovery Inc), Rights Agreement (Pharmacopeia Inc), Rights Agreement (Pharmacopeia Drug Discovery Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 7 contracts
Samples: Rights Agreement (Stratasys Inc), Rights Agreement (Davita Inc), Rights Agreement (Davita Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Preferred Stock and the Preferred Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 7 contracts
Samples: Rights Agreement (Cardima Inc), Rights Agreement (Cardima Inc), Rights Agreement (Applied Molecular Evolution Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the computations and facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 6 contracts
Samples: Rights Agreement (Rudolph Technologies Inc), Rights Agreement (SyntheMed, Inc.), Rights Agreement (Bally Total Fitness Holding Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying may rely on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 5 contracts
Samples: Rights Agreement (State Street Corp), Rights Agreement (State Street Corp), Rights Agreement (Grainger W W Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such may assume that no adjustment has been made unless and until it shall have received such certificate.
Appears in 5 contracts
Samples: Rights Agreement (First Oak Brook Bancshares Inc), Rights Agreement (Wintrust Financial Corp), Rights Agreement (Omega Healthcare Investors Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 5 contracts
Samples: Rights Agreement, Rights Agreement (Global Self Storage, Inc.), Rights Agreement (Global Self Storage, Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 7(b), 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Preferred Stock and the Preferred Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 5 contracts
Samples: Shareholder Rights Agreement (Theglobe Com Inc), Shareholder Rights Agreement (El Paso Energy Corp/De), Stockholder Rights Agreement (Theglobe Com Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 4 contracts
Samples: Rights Agreement (Highwoods Properties Inc), Rights Agreement (Highwoods Properties Inc), Rights Agreement (Boddie Noell Properties Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate certificate, and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 4 contracts
Samples: Rights Agreement (United Natural Foods Inc), Rights Agreement (Harris Interactive Inc), Rights Agreement (United Natural Foods Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and contained, shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate, and shall not be required or permitted to question the requirement for or the calculation of any such adjustment.
Appears in 4 contracts
Samples: Rights Agreement (Birmingham Steel Corp), Rights Agreement (Birmingham Steel Corp), Rights Agreement (Citation Corp /Al/)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the ---------- -- Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate certificate, and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if ---------- so required under Section 25 hereof). The Rights Agent shall be fully protected ---------- in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 4 contracts
Samples: Rights Agreement (Yp Corp), Rights Agreement (Yp Corp), Rights Agreement (Yp Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computation accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not neither have any duty with respect to nor be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 4 contracts
Samples: Rights Agreement (Flow International Corp), Rights Agreement (Colorado Medtech Inc), Rights Agreement (Seamed Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofSection 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 4 contracts
Samples: Section 382 Rights Agreement (Insweb Corp), Rights Agreement (Cobra Electronics Corp), Rights Agreement (Neenah Paper Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 12 or 13 14 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and Shares of the Preferred Stock Company a copy of such certificate and (c) mail a brief summary thereof to each holder of record of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 28 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 3 contracts
Samples: Rights Agreement (Pharmaceutical Marketing Services Inc), Rights Agreement (Quorum Health Group Inc), Rights Agreement (Pharmaceutical Marketing Services Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Preferred Stock and the Preferred Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Allied Waste Industries Inc), Rights Agreement (Sola International Inc), Rights Agreement (Wendys International Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and Section 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of any such an adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Marsh & McLennan Companies Inc), Rights Agreement (Marsh & McLennan Companies Inc), Rights Agreement (Marsh & McLennan Companies Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Preferred Stock and the Preferred Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Quanex Corp), Shareholder Rights Agreement (El Paso Natural Gas Co), Rights Agreement (Quanex Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Northwest Airlines Corp), Rights Agreement (Newbridge Parent Corp), Rights Agreement (Northwest Airlines Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate certificate, and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on and/or any adjustment contained therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 3 contracts
Samples: Rights Agreement (Criimi Mae Inc), Rights Agreement (Gadzooks Inc), Rights Agreement (Criimi Mae Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Junior Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Titan Pharmaceuticals Inc), Rights Agreement (Titan Pharmaceuticals Inc), Rights Agreement (Chinacast Education Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such may assume that no adjustment has been made unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Omega Worldwide Inc), Rights Agreement (Omega Worldwide Inc), Rights Agreement (Omega Worldwide Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the applicable series of Common Stock and the applicable series of Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Discovery Communications, Inc.), Rights Agreement (Discovery Holding CO), Rights Agreement (Ascent Media CORP)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof13, the Company shall will promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof25). The Rights Agent shall will be fully protected in relying on any such certificate and on any adjustment therein contained and shall will not be deemed to have knowledge of any such adjustment unless and until it shall have received receives such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Pinnacle Airlines Corp), Rights Agreement (Pinnacle Airlines Corp), Rights Agreement (Pinnacle Airlines Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company Corporation shall promptly (aA) prepare a certificate setting forth such adjustment, adjustment and a brief brief, reasonably detailed statement of the facts facts, computations and methodology accounting for such adjustment, (bB) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (cC) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 25.1 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to, and shall not be deemed to have knowledge of any of, such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Depomed Inc), Rights Agreement (Remec Inc), Rights Agreement (Thoratec Corp)
Certificate of Adjusted Purchase Price or Number of Shares. 12.1. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 25.1 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (International Remote Imaging Systems Inc /De/), Rights Agreement (Netvantage Inc), Rights Agreement (Netvantage Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for resulting in such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Waterlink Inc), Rights Agreement (Waterlink Inc), Rights Agreement (Waterlink Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be obligated or responsible for calculating any adjustment nor shall it be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Meridian Insurance Group Inc), Rights Agreement (D & K Healthcare Resources Inc), Rights Agreement (Labarge Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares and/or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Harbor BioSciences, Inc.), Rights Agreement (Hollis Eden Pharmaceuticals Inc /De/)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Dor Biopharma Inc), Rights Agreement (Dor Biopharma Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever ---------------------------------------------------------- an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Preferred Stock and the Preferred Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Etec Systems Inc), Rights Agreement (Etec Systems Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect for and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Hubbell Inc), Rights Agreement (Hubbell Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief brief, reasonably detailed statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Ballantyne of Omaha Inc), Rights Agreement (Ballantyne of Omaha Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Class A Shares, Class B Shares and the Participating Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such may assume that no adjustment has been made unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Security Capital Group Inc/), Rights Agreement (Security Capital Group Inc/)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Preference Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Connecticut Water Service Inc / Ct), Rights Agreement (Connecticut Water Service Inc / Ct)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Ordinary Shares or the Junior Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (ChinaEdu CORP), Rights Agreement (ChinaEdu CORP)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file a copy of such certificate with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock a copy of such certificate Shares and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such may assume that no adjustment has been made unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Indymac Bancorp Inc), Rights Agreement (Indymac Bancorp Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief reasonably detailed statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Vans Inc), Rights Agreement (Kenetech Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and Section 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be obligated or responsible for calculating any adjustment nor shall it be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Chicago Rivet & Machine Co), Rights Agreement (Chicago Rivet & Machine Co)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofSection 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if a Distribution Time has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Inspired Entertainment, Inc.), Rights Agreement (Fortune Brands Home & Security, Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Tax Benefit Protection Plan Agreement (IES Holdings, Inc.), Tax Benefit Protection Plan Agreement (Integrated Electrical Services Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Stock and the Preferred Stock Stock, a copy of such certificate certificate, and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained contained, and shall not be obligated or responsible for calculating and adjustment. The Rights Agent may rely on such certificate and shall not be deemed to have knowledge of any such adjustment unless and until it shall have has received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Nci Building Systems Inc), Rights Agreement (Nci Building Systems Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Ivc Industries Inc), Rights Agreement (Chromatics Color Sciences International Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Genzyme Corp), Rights Agreement (Genzyme Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Volcano CORP), Rights Agreement (Volcano CORP)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Section 382 Rights Agreement (Winland Electronics Inc), Section 382 Rights Agreement (Broadwind Energy, Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if the Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Emergent BioSolutions Inc.), Rights Agreement (Emergent BioSolutions Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Malan Realty Investors Inc), Rights Agreement (Malan Realty Investors Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common Stock) in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Osi Pharmaceuticals Inc), Rights Agreement (Osi Pharmaceuticals Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Alteva, Inc.), Rights Agreement (Alteva, Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.. 36 34
Appears in 2 contracts
Samples: Rights Agreement (New D&b Corp), Rights Agreement (New D&b Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Series A Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Wci Communities Inc), Rights Agreement (Wci Communities Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Symbol Technologies Inc), Rights Agreement (Symbol Technologies Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Stock Preferred Shares and the Preferred Stock Common Shares, a copy of such certificate certificate, and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Section 382 Rights Agreement (Pulte Homes Inc/Mi/), Section 382 Rights Agreement (Pulte Homes Inc/Mi/)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Matrix Bancorp Inc), Rights Agreement (Hallwood Energy Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and Section 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Common Stock Preferred Shares and the Preferred Stock Common Shares, a copy of such certificate and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Right rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Barry R G Corp /Oh/), Rights Agreement (Barry R G Corp /Oh/)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided provided, in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for or such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Swift Energy Co), Rights Agreement (Cairn Energy Usa Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Series C Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Virtus Investment Partners, Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent Agent, and with each transfer agent for the Common Preferred Stock and the Preferred Stock Common Stock, a copy of such certificate certificate, and (c) if such adjustment occurs following a Distribution Date, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts facts, computations and methodology accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained contained, and shall have no duty with respect to, and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.deemed
Appears in 1 contract
Samples: Rights Agreement (Humana Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided provided, in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for or such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Diversified Corporate Resources Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 12 or 13 14 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock Shares of the Company and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of record of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 28 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Metasolv Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereofand 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). 37 The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and contained, shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate, and shall not be required or permitted to question the requirement for or the calculation of any such adjustment.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Common Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement 22 28 of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Cabot Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Preferred Stock and the Preferred Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Burlington Resources Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Osullivan Industries Holdings Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent Agent, and with each transfer agent for the Company Common Stock and the Preferred Stock Stock, a copy of such certificate certificate, and (c) if Rights Certificates have been issued, mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Stockholder Rights Agreement (Hemagen Diagnostics Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Series A Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Id Systems Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and/or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief brief, reasonably detailed statement of the facts and methodology accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such a certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Aerogen Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts facts, computations and methodology accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained contained, and shall have no duty with respect to, and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company Trust shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Rights Certificate in accordance with Section 25 hereof (if so required under Section 25 27 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for or such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and Shares or the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and/or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Vignette Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 26 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares and the Preferred Stock Preference Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Helen of Troy LTD)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Preferred Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall have no duty or liability with respect to and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock and the Shares, Unit Voting Shares or Preferred Stock Shares a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of obligated or responsible for calculating any such adjustment and may assume that no adjustment has been made unless and until it shall have has received such certificate.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock and or the Preferred Preference Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common Stock) in accordance with Section 25 hereof (if so required under Section 25 hereof)25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Teleflex Inc)