Common use of Deferred Issuance Clause in Contracts

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify the Rights Agent in writing of any such election) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; provided, however, that the Company shall deliver to such holder a due xxxx or other appropriate instrument representing such holder’s right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Biomarin Pharmaceutical Inc)

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Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify the Rights Agent in writing of any such election) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx bill or other appropriate instrument representing evidencing such holder’s 's right to receive xxxeive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Softnet Systems Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify the Rights Agent in writing of any such election) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number the shares of Preferred Shares Stock and shares of other stock securities, cash or securities property of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other stock or Preferred Stock and other securities, assets cash or cash property of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or bill xx other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares (fractional or otherwise) or other securities, cash or property upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Arbor Health Care Co /De/)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify with prompt notice of such election to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx bill or other appropriate instrument representing evidencing such holder’s 's right to receive xxxeive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Advanced Medical Optics Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify give prompt written notice of such election to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Common Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Common Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; provided, however, that the Company shall deliver to such holder a due xxxx or other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Coach Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify with prompt written notice to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Cancervax Corp)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify give prompt written notice of such election to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Common Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Common Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Coach Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify the Rights Agent in writing of any such election) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of one one-hundredths of a Preferred Shares Share and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the number of one one-hundredths of a Preferred Shares Share and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; provided, however, that the Company shall deliver to such holder a due xxxx bxxx or other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares (fractional or otherwise) or securities upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Euronet Worldwide Inc)

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Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify the Rights Agent in writing of any such election) until the occurrence of such event the issuance issuing to the holder of any Right exercised after such record date of that number of Preferred the Common Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Common Shares and shares of other capital stock or other securities, assets or cash securities of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (In Focus Systems Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify with prompt notice thereof to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx bill or other appropriate instrument representing evidencing such holder’s 's right to receive xxxeive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Gen Probe Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify give prompt written notice of such election to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or bill xx other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Aclara Biosciences Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect to defer (and shall promptly notify give prompt written notice of such election to the Rights Agent in writing of any such electionAgent) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Common Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Common Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or bill xx other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Coach Inc)

Deferred Issuance. In any case in which this Section 11 shall require that an adjustment in the Purchase Price be made effective as of a record date for a specified event, the Company may elect (with prompt written notice to the Rights Agent) to defer (and shall promptly notify the Rights Agent in writing of any such election) until the occurrence of such event the issuance to the holder of any Right exercised after such record date of that number of Preferred Shares and shares of other capital stock or securities of the Company, if any, issuable upon such exercise over and above the Preferred Shares and shares of other capital stock or other securities, assets or cash of the Company, if any, issuable upon such exercise on the basis of the Purchase Price in effect prior to such adjustment; providedPROVIDED, howeverHOWEVER, that the Company shall deliver to such holder a due xxxx or other appropriate instrument representing evidencing such holder’s 's right to receive such additional shares upon the occurrence of the event requiring such adjustment.

Appears in 1 contract

Samples: Rights Agreement (Hilton Hotels Corp)

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