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Common use of Designation, Par Value and Amount Clause in Contracts

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP Preferred Stock" (hereinafter referred to as "Series RP Preferred Stock"), the shares of such series shall be with par value of $0.01 per share, and the number of shares constituting such series shall be 17,000; provided, however, that, if more than a total of 17,000 shares of Series -------- ------- RP Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 13, 1998, between the Corporation and Continental Stock Transfer & Trust Company, as Rights Agent (as amended from time to time, the "Rights Agreement"), the Board of Directors of the Corporation shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 2 contracts

Samples: Rights Agreement (Netvantage Inc), Rights Agreement (Netvantage Inc)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP A Preferred Stock" (hereinafter referred to as "Series RP A Preferred Stock"), the shares of such series shall be with par value of $0.01 per share, and the number of shares constituting such series shall be 17,00020,000; provided, however, that, if more than a total of 17,000 20,000 shares of Series -------- ------- RP A Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 1322, 19982000, between the Corporation and Continental Stock Transfer & and Trust Company, as Rights Agent (as amended from time to time, ) (the "Rights Agreement"), the Board of Directors of the Corporation, pursuant to Pursuant to Section 151 of the General Corporation Law of the State of Delaware, shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP A Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 2 contracts

Samples: Rights Agreement (United Natural Foods Inc), Rights Agreement (United Natural Foods Inc)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP Preferred Stock" (hereinafter referred to as "Series RP Preferred Stock"), the shares of such series shall be with par value of $0.01 0.001 per share, and the number of shares constituting such series shall be 17,0009,500; provided, however, that, if more than a total of 17,000 9,500 shares of Series -------- ------- RP Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 13May 29, 19982003, between the Corporation and Continental Stock Transfer & Computershare Trust Company, Inc., as Rights Agent (as amended from time to time, the "Rights Agreement"), the Board of Directors of the Corporation shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Macropore Inc)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP B Preferred Stock" (hereinafter referred to as "Series RP Preferred StockB Preferred"), the shares of such series shall be with par value of $0.01 .01 per share, and the number of shares constituting such series shall be 17,000500,000; provided, however, that, if more than a total of 17,000 500,000 shares of Series -------- ------- RP B Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 13March 6, 1998, 2000 between the Corporation Company and Continental American Stock Transfer & Trust Company, as Rights Agent (as amended from time to time, ) (the "Rights Agreement"), the Board of Directors Directors, pursuant to the Business Corporation Law of the Corporation Commonwealth of Pennsylvania, shall direct by resolution or resolutions that a certificate statement be properly executed, acknowledged and filed providing for the total number of shares of Series RP B Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate Articles of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Quaker Chemical Corp)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP A Junior Participating Cumulative Preferred Stock" (hereinafter referred to as "Series RP A Preferred Stock"), the shares of such series shall be with par value of $0.01 .01 per share, and the number of shares constituting such series shall be 17,000150,000; providedPROVIDED, howeverHOWEVER, that, if more than a total of 17,000 150,000 shares of Series -------- ------- RP A Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 13August 4, 1998, between the Corporation and Continental U.S. Stock Transfer & Trust CompanyCorporation, as Rights Agent (as amended from time to time, ) (the "Rights Agreement"), the Board of Directors of the Corporation, pursuant to Section 151 of the General Corporation Law of Delaware, shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP A Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Cheesecake Factory Incorporated)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP A Preferred Stock" (hereinafter referred to as "Series RP A Preferred Stock"), the shares of such series shall be with par value of $0.01 .01 per share, and the number of shares constituting such series shall be 17,000500,000; provided, however, that, if more than a total of 17,000 500,000 shares of Series -------- ------- RP A Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 13May 29, 1998, 1997 between the Corporation and Continental American Stock Transfer & Trust Company, as Rights Agent (as amended from time to time, ) (the "Rights Agreement"), the Board of Directors of the Corporation, pursuant to Section 151(a) of the Delaware General Corporation Law, shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP A Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (American Oncology Resources Inc /De/)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP B Preferred Stock" (hereinafter referred to as "Series RP B Preferred Stock"), the shares of such series shall be with par value of $0.01 per share, and the number of shares constituting such series shall be 17,000; 500,000, provided, however, that, if more than a total of 17,000 500,000 shares of Series -------- ------- RP Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 1324, 1998, 1998 between the Corporation and Continental American Stock Transfer & and Trust Company, as Rights Agent (as amended from time to time, ) (the "Rights Agreement"), the Board of Directors of the Corporation, pursuant to Section 151 of the General Corporation Law of the State of Delaware, shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP B Preferred Stock authorized to be issued to be increased (to the extent that the Certificate of Amendment of Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Maxicare Health Plans Inc)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP A Junior Participating Preferred Stock" (hereinafter referred to as "Series RP A Preferred Stock"), the shares of such series shall be with without par value of $0.01 per share, and the number of shares constituting such series shall be 17,000400,000; provided, however, that, if more than a total of 17,000 400,000 shares of Series -------- ------- RP A Preferred Stock shall be issuable upon the exercise of Rights (the "Rights") issued pursuant to the Rights Agreement, dated as of February 1327, 1998, between the Corporation and Continental American Stock Transfer & Trust Company, as Rights Agent (as amended from time to time, ) (the "Rights Agreement"), the Board of Directors of the Corporation, pursuant to Section 401 of the California General Corporation Law, shall direct by resolution or resolutions that a certificate be properly property executed, acknowledged and filed providing for the total number of shares of Series RP A Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Advanced Machine Vision Corp)

Designation, Par Value and Amount. The shares of such series --------------------------------- shall be designated as "Series RP Preferred Stock" (hereinafter referred to as "Series SERIES RP Preferred StockPREFERRED STOCK"), the shares of such series shall be with without par value of $0.01 per sharevalue, and the number of shares constituting such series shall be 17,000100,000; provided, however, that, if more than a total of 17,000 100,000 shares of Series -------- ------- RP Preferred Stock shall be issuable upon the exercise of Rights (the "RightsRIGHTS") issued pursuant to the Rights Agreement, Agreement dated as of February 13May 2, 1998, 2002 between the Corporation and Continental Stock Transfer & Computershare Trust Company, Inc., a Colorado corporation, as Rights Agent (as amended from time to time, the "Rights AgreementAGREEMENT"), the Board of Directors of the Corporation shall direct by resolution or resolutions that a certificate be properly executed, acknowledged and filed providing for the total number of shares of Series RP Preferred Stock authorized to be issued to be increased (to the extent that the Restated Certificate of Incorporation then permits) to the largest number of whole shares of Series RP Preferred Stock (rounded up to the nearest whole number) issuable upon exercise of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Thoratec Corp)