Common use of Certification of Adjustments Clause in Contracts

Certification of Adjustments. Whenever an adjustment is made as provided in Sections 11 or 13, the Company shall (a) promptly prepare a certificate setting forth the adjustment and a brief statement of facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the shares of Common Stock and Preferred Stock a copy of the certificate, and (c) if a Distribution Date has occurred, mail or cause the Rights Agent to mail a brief summary thereof to each registered holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of record of shares of Common Stock) in accordance with Section 26. Notwithstanding the foregoing sentence, the failure of the Company to prepare such certificate or statement or make such filings or mailings shall not affect the validity of, or the force or effect of, 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 or 13 and shall have no duty with respect to any adjustment therein contained. Any adjustment to be made pursuant to Sections 11 or 13 shall be effective as of the date of the event giving rise to the adjustment.

Certification of Adjustments. Whenever an adjustment is made as provided in Sections 11 or 13, the Company shall (a) promptly prepare a certificate setting forth the adjustment and a brief brief, reasonably detailed statement of facts the facts, computations and computations accounting for methodology giving rise to such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the shares of Common Stock and Preferred Stock a copy of the certificatecertificate and, and (c) if a Distribution Date has occurredother than in connection with an adjustment pursuant to Section 11(p), mail or cause the Rights Agent to mail a brief summary thereof to each registered holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of record of shares of Common Stock) in accordance with Section 26. Notwithstanding the foregoing sentence, the failure of the Company to prepare give such certificate or statement or make such filings or mailings notice shall not affect the validity of, or the force or effect of, or the requirement for such for, the adjustment. The Rights Agent shall be fully protected in relying on any certificate prepared by the Company pursuant to Sections 11 or 13 and shall have no duty with respect to any adjustment therein contained. Any adjustment to be made pursuant to Sections 11 or 13 shall be effective as of the date of the event giving rise to the adjustment.