Common use of Execution, Authentication, Delivery and Dating of Rights Certificates Clause in Contracts

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of Directors, Chief Executive Officer or one of its Senior Vice Presidents and by its Chief Financial Officer. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 3 contracts

Samples: Shareholder Protection Rights Agreement (Pacific Sunwear of California Inc), Shareholder Protection Rights Agreement (Pacific Sunwear of California Inc), Shareholder Protection Rights Agreement (Pacific Sunwear of California Inc)

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Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsBoard, Chief Executive Officer Officer, President or one of its Senior Vice Presidents and by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall countersign such Rights Certificate either manually or by facsimile signature countersign and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 2 contracts

Samples: Tax Asset Protection Plan (Krispy Kreme Doughnuts Inc), Shareholder Protection Rights Agreement (Krispy Kreme Doughnuts Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of Directors, Chief Executive Officer President or one of its Senior Executive Vice Presidents and Presidents, under its corporate seal reproduced thereon attested by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent in writing of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignaturecounter-signature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 2 contracts

Samples: Stockholder Protection Rights Agreement (Swift Transportation Co Inc), Stockholder Protection Rights Agreement (Swift Transportation Co Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company in any manner authorised by its Chairman the Bye-laws of the Board Company with respect to certificates for Common Shares of Directors, Chief Executive Officer or one of its Senior Vice Presidents and by its Chief Financial Officerthe Company. The signature of any officers or directors of these officers the Company on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers or directors of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Distribution Time, the Company will notify the Rights Agent of such Separation Distribution Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c)) hereof. No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Rights Agreement (MF Global Ltd.)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of Directors, Chief Executive Officer Officer, President or one of its Senior Vice Presidents and by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall countersign such Rights Certificate either manually or by facsimile signature countersign and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Optimer Pharmaceuticals Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsBoard, Chief Executive Officer or one of its Senior Vice Presidents Presidents, and countersigned by its Secretary, an Assistant Secretary or its Chief Financial Officer. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Company learns of the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignaturecounter-signature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c)) hereof. No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Rights Agreement (Human Genome Sciences Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board or the President and the Secretary of Directorsthe Company, Chief Executive Officer or one of under its Senior Vice Presidents and corporate seal reproduced thereon attested by its Chief Financial OfficerSecretary. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Shareholder Protection Rights Agreement (St Joe Co)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of Directors, Chief Executive Officer Officer, President or one of its Executiveor Senior Vice Presidents and by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall countersign such Rights Certificate either manually or by facsimile signature countersign and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Collective Brands, Inc.)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsBoard, Chief Executive Officer President or one of its Senior Vice Presidents and Presidents, under its corporate seal reproduced thereon attested by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify notify, in writing, the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c)) hereof. No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Shareholder Protection Rights Agreement (Astec Industries Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of Directors, Chief Executive Officer President or one of its Senior Vice Presidents and Presidents, under its corporate seal reproduced thereon attested by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation TimeDate, the Company will notify the Rights Agent of such Separation Time Date and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignaturecounter-signature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c2.2(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Rights Agreement (Bank of New York Co Inc)

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Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsChairman, Chief Executive Officer President or one of its Senior Vice Presidents and Presidents, under its corporate seal reproduced thereon attested by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignaturecounter-signature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Praxair Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company Corporation by its Chairman of the Board of DirectorsBoard, Chief Executive Officer Officer, President or one of its Senior Vice Presidents Presidents, under its corporate seal reproduced thereon and attested by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any the time of such signature the proper officers of the Company Corporation shall bind the CompanyCorporation, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company Corporation will notify the Rights Agent in writing of such Separation Time and will deliver Rights Certificates executed by the Company Corporation to the Rights Agent for countersignature, and, subject to Section 3.1(b), an authorized signatory of the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c2.2(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by an authorized signatory of the Rights Agent.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Indus International Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsBoard, Chief Executive Officer or the President or one of its Executive or Senior Vice Presidents Presidents, and countersigned by its Secretary, an Assistant Secretary or its Chief Financial Officer. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignaturecounter-signature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c)) hereof. No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Rights Agreement (Usa Truck Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company Corporation by any one of its Chairman of the Board of DirectorsBoard, President, Chief Executive Officer or one of its Senior Vice Presidents and by its Officer, Chief Financial Officer, any Vice President or its Secretary. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company Corporation shall bind the CompanyCorporation, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Corporation learns of the Separation Time, the Company Corporation will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company Corporation to the Rights Agent for countersignature, and, subject to Section 3.1(b), countersignature and the Rights Agent shall countersign such Rights Certificate either (manually or by facsimile signature in a manner satisfactory to the Corporation) and deliver mail such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c)2.2(c) hereof. No Rights Certificate shall be valid for any purpose unless manually or by facsimile until countersigned by the Rights AgentAgent as aforesaid.

Appears in 1 contract

Samples: Shareholder Rights Plan Agreement (Sierra Wireless Inc)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsChief Executive Officer, Chief Executive Investment Officer, Chief Financial Officer or General Counsel and by its Secretary or one of its Senior Vice Presidents and by its Chief Financial OfficerAssistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify provide written notification to the Rights Agent of such Separation Time and will deliver Rights Certificates duly executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall countersign such Rights Certificate either manually or by facsimile signature countersign and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Morgans Hotel Group Co.)

Execution, Authentication, Delivery and Dating of Rights Certificates. (a) The Rights Certificates shall be executed on behalf of the Company by its Chairman of the Board of DirectorsBoard, Chief Executive Officer President or one of its Senior Vice Presidents and Presidents, under its corporate seal reproduced thereon attested by its Chief Financial OfficerSecretary or one of its Assistant Secretaries. The signature of any of these officers on the Rights Certificates may be manual or facsimile. Rights Certificates bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the countersignature and delivery of such Rights Certificates. Promptly after the Separation Time, the Company will notify the Rights Agent of such Separation Time and will deliver Rights Certificates executed by the Company to the Rights Agent for countersignature, and, subject to Section 3.1(b), the Rights Agent shall manually countersign such Rights Certificate either manually or by facsimile signature and deliver such Rights Certificates to the holders of the Rights pursuant to Section 2.3(c). No Rights Certificate shall be valid for any purpose unless manually or by facsimile countersigned by the Rights Agent.

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Vertrue Inc)

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