Common use of Destroyed, Lost or Stolen Right Certificates Clause in Contracts

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(f) and 14(b) hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Certificates may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Adobe Systems Inc), Rights Agreement (Adobe Systems Inc)

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Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(bSection 7(e), 7(f) and 14(b) hereof14, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Certificates Certificate, may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units shares of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company Corporation and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights AgentAgent designated therefor. Thereupon Thereupon, the Rights Agent shall countersign (by manual signature) and deliver to the person Person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company Corporation may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 2 contracts

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

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(fSection 11(a)(ii) and 14(b) the other provisions hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units shares of Preferred Common Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent Agent, subject to the provisions of Section 11(a)(ii) and the other provisions hereof, shall countersign (by manual signature) and deliver to the person Person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Billserv Com Inc), Rights Agreement (Compumed Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(f7(d) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be (i) transferred or (ii) transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units one one-thousandths of a Preferred Stock Share (or other securities, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)transfer, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights AgentAgent designated for such purpose. Thereupon or as promptly as practicable thereafter, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Netbank Inc), Rights Agreement (Hughes Supply Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b7(e), 7(f) ), 14 and 14(b) 24 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units one one-hundredths of a share of Preferred Stock (or, following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as the Right Certificate or Right Rights Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent designated for such purposes with the certificate and form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, Agent and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon Thereupon, the Rights Agent shall shall, subject to the provisions hereof, countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Consolidated Graphics Inc /Tx/), Rights Agreement (Consolidated Graphics Inc /Tx/)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(f) and 14(b) hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Certificates may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office Corporate Agency Service Center of the Rights Agent. Thereupon the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Adobe Systems Inc), Rights Agreement (Adobe Systems Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(f) and 14(b) Section 14 hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates may be (ia) transferred or (iib) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units one one-thousandths of a share of Preferred Stock (or, following a Triggering Event, Common Stock or other securities, cash or other assets, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in a form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent shall countersign (by manual signaturewhich countersignature may be a facsimile) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Americhoice Corp)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(f7(e) and 14(b) 14 hereof, at any time after the Close close of Business business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Certificates may be (i) transferred or (ii) transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, Certificates entitling the registered holder to purchase a like number of Units one one-hundredths of a Preferred Stock Share (or, following a Common Share Event, Common Shares and/or such other securities, cash or other property as shall be issuable in respect of the Rights in accordance with the terms of this Agreement (such other securities, cash or other property being referred to herein as "Other Consideration")), as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)transfer, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged with the form of assignment and certificate appropriately completed and executed, at the principal office of the Rights AgentAgent designated for such purpose. Thereupon Thereupon, subject to Sections 4(b) and 7(e) hereof, the Corporation shall execute and the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company Corporation may require payment by the holders of Rights of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right CertificatesCertificates which the Corporation is not required to pay in accordance with Section 9(d) hereof.

Appears in 1 contract

Samples: Rights Agreement (Hre Properties Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b6(c), 7(f7(d) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, and so long as the Rights represented thereby remain outstanding, any one or more Right Certificate or Certificates may be (i) transferred transferred, split-up, combined or (ii) exchanged for one or more Right Certificates representing the same aggregate number of Rights as the Right Certificates surrendered. Any registered holder desiring to transfer, split up, combine or exchange one or more Right Certificates shall deliver such request in writing to the Rights Agent, and shall surrender the Right Certificates to be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes purpose with the form of assignment, including certificate, on the reverse side thereof completed and duly executed, with signature guaranteed. Neither the Rights Agent nor the Company shall be obligated to take any action whatsoever with respect to the transfer of any such surrendered Right Certificate until the registered holder shall have properly completed and signed the certificate contained in the form of assignment on the reverse side thereof duly endorsed (or enclose with of such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)Certificate. Thereupon, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent shall countersign (by manual signature) and deliver to the person Person entitled thereto a Right Certificate one or more Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates. The Rights Agent shall have no duty or obligation under this Section 6 or any other similar provision of this Agreement unless and until it is reasonably satisfied that all such taxes and/or governmental charges have been paid in full.

Appears in 1 contract

Samples: Rights Agreement (Compex Technologies Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(bSection 7(e), 7(f) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Expiration Date or the Final Expiration Date, any Right Certificate or Certificates Certificate, may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units shares of Preferred Common Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights AgentAgent designated therefor. Thereupon Thereupon, the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Commodore Holdings LTD)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b), 7(f) 7(e), 14 and 14(b) 24 hereof, at any time after the Close close of Business business on the Distribution Date Date, and at or prior to the Close close of Business business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates may be (i) transferred or (ii) split uptransferred, divided, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units of Preferred Stock Shares (or, following a Triggering Event, Common Shares or other securities or property, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)transfer, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split updivide, combine or exchange any Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split uptransferred, divided, combined or exchanged at the principal office of the Rights AgentAgent designated for such purpose. Neither the Rights Agent nor the Company shall be obligated to take any action whatsoever with respect to the transfer of any such surrendered Right Certificate until the registered holder has completed and signed the certificate contained in the form of assignment on the reverse side of such Right Certificate and the Company has been provided with such additional evidence of the identity of the Beneficial Owner (or former Beneficial Owner) or Affiliates or Associates thereof as the Company reasonably requests. Thereupon the Rights Agent shall shall, subject to Sections 4 and 7 hereof, countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split updivision, combination or exchange of Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Urban Shopping Centers Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(bSECTIONS 6(c), 7(f7(d) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, and so long as the Rights represented thereby remain outstanding, any one or more Right Certificate or Certificates may be (i) transferred transferred, split-up, combined or (ii) exchanged for one or more Right Certificates representing the same aggregate number of Rights as the Right Certificates surrendered. Any registered holder desiring to transfer, split up, combine or exchange one or more Right Certificates shall deliver such request in writing to the Rights Agent, and shall surrender the Right Certificates to be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes purpose with the form of assignment, including certificate, on the reverse side thereof completed and duly executed, with signature guaranteed. Neither the Rights Agent nor the Company shall be obligated to take any action whatsoever with respect to the transfer of any such surrendered Rights Certificate until the registered holder shall have properly completed and signed the certificate contained in the form of assignment on the reverse side thereof duly endorsed (or enclose with of such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)Certificate. Thereupon, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent shall countersign (by manual signature) and deliver to the person Person entitled thereto a Right Certificate one or more Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates. The Rights Agent shall have no duty or obligation under this SECTION 6 or any other similar provision of this Agreement unless and until it is reasonably satisfied that all such taxes and/or governmental charges have been paid in full.

Appears in 1 contract

Samples: Rights Agreement (Coastcast Corp)

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Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b7(e), 7(f11(a) (ii) and 14(b) 14 hereof, at any time after the Close close of Business business on the Distribution Date Date, and at or prior to the Close close of Business business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates may be (iother than Right Certificates representing Rights that have become null and void pursuant to Section 11(a) transferred or (ii) hereof or that have been exchanged pursuant to Section 24 hereof) may be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units one one-hundredths of a share of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)transfer, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office or agency of the Rights Agent designated for such purpose. The Right Certificates are transferable only on the registry books of the Rights Agent. Thereupon Neither the Rights Agent nor the Company shall countersign (by manual signature) and deliver be obligated to take any action whatsoever with respect to the person entitled thereto a transfer of any such surrendered Right Certificate or Certificates until the registered holder thereof shall have (i) completed and signed the certificate contained in the form of assignment set forth on the reverse side of each such Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.Certificate,

Appears in 1 contract

Samples: Rights Agreement (Cai Wireless Systems Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b7(e), 7(f) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Expiration Date or the Final Expiration Date, any Right Certificate or Certificates may be (i) transferred transferred, or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units shares of Preferred Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights AgentAgent designated therefor. Thereupon Thereupon, the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Cutter & Buck Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(bSection 7(e), 7(f) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Expiration Date or the Final Expiration Date, any Right Certificate or Certificates Certificate, may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units shares of Preferred Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights AgentAgent designated therefor. Thereupon Thereupon, the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates. The Rights Agent shall have no duty or obligation under this Section 6(a) unless and until it is satisfied that all such taxes and/or charges have been paid.

Appears in 1 contract

Samples: Stage Stores Inc

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b7(e), 7(f) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Expiration Date or the Final Expiration Date, any Right Certificate or Certificates may be (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units shares (or fraction of Preferred a share) of Common Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder to purchasepur chase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent designated for such purposes with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon Thereupon, the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Ivax Corp /De)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections Section 4(b), 7(fSection 7(e) and 14(b) hereofSection 14, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates may be (i) transferred or (ii) transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units one one-hundredths of a Preferred Stock Share (or, following a Triggering Event, Common Shares, other securities, cash or other assets, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)transfer, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent shall shall, subject to Section 4(b), Section 7(e), Section 14 and Section 24, countersign (by manual signature) and deliver to the person Person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Rainforest Cafe Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b6(c), 7(f7(d) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, and so long as the Rights represented thereby remain outstanding, any one or more Right Certificate or Certificates may be (i) transferred transferred, split-up, combined or (ii) exchanged for one or more Right Certificates representing the same aggregate number of Rights as the Right Certificates surrendered. Any registered holder desiring to transfer, split up, combine or exchange one or more Right Certificates shall deliver such request in writing to the Rights Agent, and shall surrender the Right Certificates to be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of Units of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes purpose with the form of assignment, including certificate, on the reverse side thereof completed and duly executed, with signature guaranteed. Neither the Rights Agent nor the Company shall be obligated to take any action whatsoever with respect to the transfer of any such surrendered Rights Certificate until the registered holder shall have properly completed and signed the certificate contained in the form of assignment on the reverse side thereof duly endorsed (or enclose with of such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent)Certificate. Thereupon, duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights Agent. Thereupon the Rights Agent shall countersign (by manual signature) and deliver to the person Person entitled thereto a Right Certificate one or more Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates. The Rights Agent shall have no duty or obligation under this Section 6 or any other similar provision of this Agreement unless and until it is reasonably satisfied that all such taxes and/or governmental charges have been paid in full.

Appears in 1 contract

Samples: Rights Agreement (SoftBrands, Inc.)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 4(b7(e), 7(f) and 14(b) 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Expiration Date or the Final Expiration Date, any Right Certificate or Certificates may be (i) transferred transferred, or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of Units shares of Preferred Stock as the Right Certificate or Right Certificates surrendered then entitled such holder to purchase. Any registered holder desiring to transfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes that purpose with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose enclosed with such Right Certificate a written instrument of transfer in a form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be split up, combined or exchanged at the principal office of the Rights AgentAgent designated therefor. Thereupon Thereupon, the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any transfer tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Datakey Inc)

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