Common use of Certification of Adjustments Clause in Contracts

Certification of Adjustments. Whenever an adjustment or any event affecting the Rights or their exercisability (including without limitation an event which causes the Rights to become null and void) is made as provided in Section 11 or Section 13, the Company shall (a) promptly prepare a certificate setting forth such adjustment or describing such event and a brief statement of the facts resulting in such adjustment or describing such event, (b) promptly file with the Rights Agent and with each transfer agent for the stock then purchasable with the Rights a copy of such certificate and (c) mail a brief summary thereof to each registered holder of Rights in accordance with Section 25. Notwithstanding the foregoing sentence, the failure of the Company to give such notice shall not affect the validity of or the force or effect of or the requirement for such adjustment. Any adjustment to be made pursuant to Section 11 or Section 13 of this Agreement shall be effective as of the date of the event giving rise to such adjustment. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or liability with respect to 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.

Certification of Adjustments. Whenever an adjustment or any event affecting the Rights or their exercisability (including without limitation an event which causes the Rights to become null and void) is made as provided in Section Sections 11 or Section and 13, the Company shall (a) promptly prepare a certificate setting forth such adjustment or describing such event and a brief statement of the facts resulting in and computations giving rise to such adjustment or describing such eventadjustment, (b) promptly file with the Rights Agent and with each transfer agent for the stock then purchasable with the Rights Common Shares or Junior Preferred Shares a copy of such certificate and (c) if a Distribution Date has occurred, mail a brief summary thereof to each registered 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 2526. Notwithstanding the foregoing sentence, the failure of the Company to give such notice shall not affect the validity of or the force or effect of or the requirement for such adjustment. The Rights Agent shall be fully protected in relying on any certificate prepared by the Company pursuant to Sections 11 and 13 and on any adjustment therein contained, and the Rights Agent 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. Any adjustment to be made pursuant to Section Sections 11 or Section and 13 of this Agreement shall be effective as of the date of the event giving rise to such adjustment. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or liability with respect to 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.

Certification of Adjustments. Whenever an adjustment or any event affecting the Rights or their exercisability (including without limitation an event which causes the Rights to become null and void) is ---------------------------- made as provided in Section Sections 11 or Section and 13, the Company shall (a) promptly prepare a certificate setting forth such adjustment or describing such event and a brief statement of the computations and facts resulting in accounting for such adjustment or describing such eventadjustment, (b) promptly file with the Rights Agent and with each transfer agent for the stock then purchasable with the Rights a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Rights Certificate (or, if no Rights Certificates have been issued, to each holder of a certificate representing shares of Common Stock) in accordance with Section 25. Notwithstanding the foregoing sentence, the failure of the Company to give such notice shall not affect the validity of or the force or effect of or the requirement for such adjustment. Any adjustment to be made pursuant to Section Sections 11 or Section and 13 of this Agreement shall be effective as of the date of the event giving rise to such adjustment. The Rights Agent shall have no duty with respect to and shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or liability with respect to 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.