Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (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 Shares, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 4 contracts
Samples: Rights Agreement (Betzdearborn Inc), Rights Agreement (Kaneb Services LLC), Rights Agreement (Betzdearborn Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof13, the Company shall (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, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 4 contracts
Samples: Rights Agreement (Synagro Technologies Inc), Rights Agreement (Texas Biotechnology Corp /De/), Rights Agreement (Digicon Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof13, the Company shall (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 Company Common SharesStock and the Preferred Stock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Company Common SharesStock) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained 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 (Duke Realty Investments Inc), Rights Agreement (Mim Corp), Rights Agreement (Mim Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof, the Company shall (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, Agents and with each transfer agent for the Common Shares, Shares or the Preferred Shares a copy of such certificate, and (c) if such adjustment is made after the Distribution Date, mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder record of a certificate representing Common Shares) Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 4 contracts
Samples: Rights Agreement (Dakota Growers Restructuring Co Inc), Share Rights Agreement (Dakota Growers Restructuring Co Inc), Rights Agreement (Delphax Technologies Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof, the Company shall (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 Shares, Agent a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Company Common SharesStock) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained 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 (Sage Inc/Ca), Rights Agreement (Sage Inc/Ca), Rights Agreement (Sage Inc/Ca)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (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 SharesPreferred Stock, the Marathon Stock and the Steel Stock, a copy of such certificate, and (c) mail mail, or cause to be mailed, a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 3 contracts
Samples: Rights Agreement (Usx Corp), Rights Agreement (Marathon Oil Corp), Rights Agreement (Usx Corp)
Certificate of Adjusted Purchase Price or Number of Shares. 12.1. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof, the Company Corporation shall promptly (a) promptly prepare a certificate setting forth such adjustment and a brief brief, reasonably detailed statement of the facts facts, computations and methodology accounting for such adjustment, (b) promptly file with the Rights Agent, Agent and with each transfer agent for the Common Shares, Stock and the Preferred Stock a copy of such certificate, certificate and (c) if such adjustment is made after the Distribution Date, mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 25.1 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall have no duty with respect to, and shall not be deemed to have knowledge of, such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Photoworks Inc /Wa), Rights Agreement (Alza Corp), Rights Agreement (Seattle Filmworks Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section SECTION 11 and Section 13 hereofor SECTION 13, the Company shall will (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 SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereofSECTION 25. The Rights Agent shall will be fully protected in relying on any such certificate and on any adjustment therein containedcontained in such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Peerless Manufacturing Co), Rights Agreement (Tandycrafts Inc), Rights Agreement (Tandycrafts Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereofor 13, the Company shall (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 Shares, Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of record of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of record of a certificate representing Common Shares) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein containedand shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Crown Holdings Inc), Rights Agreement (Crown Holdings Inc), Rights Agreement (Crown Holdings Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof, the Company shall (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, Agent and with each transfer agent for the Common Shares, Shares or the Preferred Shares a copy of such certificate, certificate and (c) if such adjustment is made after the Distribution Date, mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder record of a certificate representing Common Shares) Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 3 contracts
Samples: Rights Agreement (Reliastar Financial Corp), Rights Agreement (Minntech Corp), Rights Agreement (Bemis Co Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof13, the Company shall (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, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall not be obligated or responsible for calculating any adjustment nor shall it be deemed to have knowledge of such adjustment unless and until it shall have received such certificate.
Appears in 3 contracts
Samples: Rights Agreement (Iteq Inc), Rights Agreement (Petrocorp Inc), Rights Agreement (Iteq Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (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 Preferred Shares and the Common Shares, a copy of such certificate, and (c) mail or cause the Rights Agent to mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 3 contracts
Samples: Rights Agreement (Cooper Industries LTD), Rights Agreement (Cooper Industries LTD), Rights Agreement (Cooper Industries LTD)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereofor 13, the Company shall (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 Shares, Shares or the Preferred Shares a copy of such certificate, certificate and (c) mail or make available a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each registered holder of a certificate representing Common Shares) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained 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 (Euronet Worldwide Inc), Rights Agreement (Layne Christensen Co)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (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 Preferred Stock and the Common SharesStock, a copy of such certificate, certificate and (c) if a Distribution Date has occurred, mail or cause the Rights Agent to mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained. Section 13.
Appears in 2 contracts
Samples: Corporation and American (Medaphis Corp), Corporation and American (Medaphis Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof13, the Company shall (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 SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall not be deemed to have knowledge of such adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Unicom Corp), Rights Agreement (American Shared Hospital Services)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 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, Agent and with each transfer agent for the Common Shares, Shares or the Preferred Shares and the Securities and Exchange Commission a copy of such certificate, certificate and (c) if such adjustment occurs at any time after the Distribution Date, mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully is protected in relying on any such certificate and on any adjustments or statements therein contained and shall not be deemed to have knowledge of any such adjustment therein containedor event unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Section 382 Rights Agreement (Centurylink, Inc), Centurylink, Inc
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof11, the Company shall (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, Agent and with each transfer agent for the Common Shares, Stock or the Preferred Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall not be deemed to have knowledge of any 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 SECTION 11 and Section 13 hereofor SECTION 13, the Company shall will (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 SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereofSECTION 25. The Rights Agent shall will be fully protected in relying on any such certificate and on any adjustment therein containedcontained in such certificate, and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of such an adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Suiza Foods Corp), Rights Agreement (Suiza Foods Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof13, the Company shall (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 Company Common SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing evidencing shares of Company Common SharesStock) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained 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 (Steel of West Virginia Inc), Rights Agreement (Steel of West Virginia Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 13 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, Agent and with each transfer agent for the Class A Common Shares, Shares or the Preferred Shares a copy of such certificate, certificate and (c) if such adjustment occurs at any time after the Distribution Date, mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained 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 (Medicis Pharmaceutical Corp), Rights Agreement (Medicis Pharmaceutical Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section or 13 hereof, the Company shall (a) promptly prepare a certificate setting forth such adjustment adjustment, and a brief reasonably detailed statement of the facts and com- putations accounting for such adjustmentadjustment and the adjusted Purchase Price, (b) promptly file with the Rights Agent, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall have no duty with respect to and shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Engelhard Corp), Rights Agreement (Engelhard Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof, the Company shall (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 Shares, Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 27 hereof. The Rights Agent shall be fully authorized to rely and be protected in relying on any such certificate and on any adjustment therein contained.
Appears in 2 contracts
Samples: Rights Agreement (Technitrol Inc), Rights Agreement (Checkpoint Systems Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereofor 13, the Company shall (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 Shares, Shares and Preference Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of record of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of record of a certificate representing Common Shares) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein containedand shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (South Jersey Industries Inc), Rights Agreement (South Jersey Industries Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof, the Company Bank shall (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, Agent and with each transfer agent for the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 2 contracts
Samples: Rights Agreement (NSS Bancorp Inc), Rights Agreement (NSS Bancorp Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 13 hereof, 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 Shares, Shares or the Preferred Shares a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained therein.
Appears in 2 contracts
Samples: Rights Agreement (American Physicians Service Group Inc), Rights Agreement (American Physicians Service Group Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereofor 13, the Company shall (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 Shares, Shares or the Preferred Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein containedand shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
Appears in 2 contracts
Samples: Rights Agreement (Sea Pines Associates Inc), Rights Agreement (Sea Pines Associates Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 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 Shares, Class A Stock or the Preferred Stock a copy of such certificate, certificate and (c) if such adjustment occurs at any time after the Distribution Date, mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained therein.
Appears in 2 contracts
Samples: Section 382 Rights Agreement (Pma Capital Corp), Rights Agreement (Pma Capital Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (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 Preferred Stock and the Common SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 2 contracts
Samples: 4 Rights Agreement (Twin Disc Inc), 4 Rights Agreement (Twin Disc Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 13 hereof, 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 applicable class of Company Common Shares, Stock or the applicable series of Preferred Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Certificate (orRight Certificate, if prior to the Distribution Dateas applicable, to each holder of a certificate representing Common Shares) 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.
Appears in 2 contracts
Samples: Rights Agreement (Curtiss Wright Corp), Rights Agreement (Curtiss Wright Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section or 13 hereof, the Company shall (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 Shares, Shares or the Preferred Shares a copy of such certificate, certificate and (c) if such adjustment is made after the Distribution Date, mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder record of a certificate representing Common Shares) Right Certificate in accordance with Section 25 hereof. The Rights Agent Agents shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained therein.
Appears in 2 contracts
Samples: Rights Agreement (Target Corp), Rights Agreement (Target Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof13, the Company shall (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, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Certificate Right (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with the manner set forth in Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereofor 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 Shares, Stock and the Preferred Stock a copy of such certificate, certificate and (c) if such adjustment occurs at any time after the Distribution Date, mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof(if so required under Section 25). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustments or statements therein contained and shall have no duty with respect for and shall not be deemed to have knowledge of such adjustment therein containedunless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Hubbell Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof, the Company shall (a) promptly prepare a certificate setting forth such adjustment and a brief brief, reasonably detailed statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent, and with each transfer agent for the Preference Stock and the Common SharesStock, a copy of such certificatecertificates, and (c) ), if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with 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 any adjustment is made as provided in Section 11 and Section 13 hereof13, the Company shall (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 SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 1 contract
Samples: Rights Agreement (Andrew Corp)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof, the Company shall (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 SharesStock, a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 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 Shares, the Convertible Shares, and the Preferred Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) 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 containedcontained and shall not be deemed to have knowledge of such adjustment unless and until it shall have received such certificate.
Appears in 1 contract
Samples: Rights Agreement (Cryolife Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 13 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, Agent and with each transfer agent for the Common Shares, Shares or the Preferred Shares and the Securities and Exchange Commission a copy of such certificate, certificate and (c) if such adjustment occurs at any time after the Distribution Date, mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedtherein.
Appears in 1 contract
Samples: Anadarko Petroleum Corp
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof13, the Company shall (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, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with the manner set forth in Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (a) promptly prepare a certificate setting forth such adjustment and a brief brief, reasonably detailed statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent, and with each transfer agent for the Preferred Stock and the Common SharesStock, a copy of such certificate, certificate and (c) if a Distribution Date has occurred, mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 27 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
Appears in 1 contract
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof13, the Company shall (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, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with the manner set forth in Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 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 Shares, Shares or the Preferred Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof, the Company shall (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, Agent and with each transfer agent for the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 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 Shares, Shares a copy of such certificate, certificate and (c) mail (or, if deemed appropriate by the Board of Directors of the Company, make available at no charge) a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with 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 such adjustment unless and until it shall have received such certificate.
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Samples: Rights Agreement (Fresh Brands Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereofSections 9 or 11, the Company shall (a) Section 34 promptly prepare a certificate setting forth such adjustment and a brief statement of the facts accounting for such adjustment, (b) Section 35 promptly file with the Rights Agent, Agent and with each transfer agent for the Preferred Stock and the Common Shares, Stock a copy of such certificate, certificate and (c) Section 36 mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with the manner set forth in Section 25 hereof23. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
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Samples: Rights Agreement (IHS Inc.)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereofor 13, the Company shall (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 shares of Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of record of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein containedand shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
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Samples: Rights Agreement (Elxsi Corp /De//)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 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 Shares or the Preferred Shares, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. In addition, the Company shall notify the Rights Agent of all record dates provided for in this Agreement. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall not be deemed to have knowledge of any such adjustment unless and until it shall receive such certificate.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereofor 13, the Company shall (a) promptly prepare a certificate setting forth such adjustment adjustment, and a brief statement of the facts accounting for such adjustment, adjustment (b) promptly file with the Rights Agent, Agent and with each transfer agent for the Common Shares, Shares a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of record of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of record of a certificate representing Common Shares) in 19 accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment contained therein containedand shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 13 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, Agent and with each transfer agent for the Common Shares, Shares and the Securities and Exchange Commission a copy of such certificate, certificate and (c) if such adjustment occurs at any time after the Distribution Date, mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall not have any duty with respect to and shall not be deemed to have knowledge of any adjustment unless and until such certificate has been filed with the Rights Agent.
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Samples: Agreement (BKF Capital Group Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 and Section 13 hereof13, the Company shall (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, Agent and with each transfer agent for the Common Shares, Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common SharesStock) in accordance with the manner set forth in Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein contained.
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Samples: Rights Agreement (Lubys Inc)
Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section 13 hereof, the Company shall (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 SharesStock, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each registered holder of a certificate representing shares of Common SharesStock) in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment therein containedcontained and shall not be deemed to have knowledge of any adjustment unless and until it shall have received such certificate.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and Section or 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment adjustment, and a brief brief, reasonably detailed statement of the facts facts, computations and methodology of accounting for such adjustment, (b) promptly file with the Rights Agent, Agent and with each transfer agent for the Common Shares, Stock or the Preferred Stock a copy of such certificate, certificate and (c) mail a brief summary thereof to each holder of a Rights Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) 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 containedcontained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate.
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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 and or Section 13 hereof13, the Company shall (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 Preferred Shares and the Common Shares, a copy of such certificate, and (c) mail a brief summary thereof to each holder of a Rights Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing Common Shares) in accordance with Section 25 hereof26. The Rights Agent shall be fully authorized to rely and be protected in relying on any such certificate and on any adjustment therein contained.
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