Common use of Merger or Consolidation or Change of Rights Agent Clause in Contracts

Merger or Consolidation or Change of Rights Agent. Any Person or limited liability company into which the Rights Agent or any successor Rights Agent may be merged or with which it may be consolidated, or any Person or limited liability company resulting from any merger or consolidation to which the Rights Agent or any successor Rights Agent shall be a party, or any Person or limited liability company succeeding to the corporate trust or stock transfer business of the Rights Agent or any successor Rights Agent, shall be the successor to the Rights Agent under this Agreement without the execution or filing of any paper or document or any further act on the part of any of the parties hereto, provided that such Person or limited liability company would be eligible for appointment as a successor Rights Agent under the provisions of Section 21. In case at the time such successor Rights Agent shall succeed to the agency created by this Agreement, any of the Right Certificates shall have been countersigned but not delivered, any such successor Rights Agent may adopt the countersignature of the predecessor Rights Agent and deliver such Right Certificates so countersigned; and in case at that time any of the Right Certificates shall not have been countersigned, any successor Rights Agent may countersign such Right Certificates either in the name of the predecessor Rights Agent or in the name of the successor Rights Agent; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Agreement. In case at any time the name of the Rights Agent shall be changed and at such time any of the Right Certificates shall have been countersigned but not delivered, the Rights Agent may adopt the countersignature under its prior name and deliver Right Certificates so countersigned; and in case at that time any of the Right Certificates shall not have been countersigned, the Rights Agent may countersign such Right Certificates either in its prior name or in its changed name; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Agreement.

Appears in 2 contracts

Samples: Rights Agreement (Infocus Corp), Rights Agreement (Infocus Corp)

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Merger or Consolidation or Change of Rights Agent. (a) Any Person or limited liability company corporation into which the Rights Agent or any successor Rights Agent may be merged or with which it may be consolidated, or any Person or limited liability company corporation resulting from any merger or consolidation to which the Rights Agent or any successor Rights Agent shall be a party, or any Person or limited liability company corporation succeeding to all or substantially all the stock transfer or corporate trust or stock transfer business of the Rights Agent or any successor Rights Agent, shall be the successor to the Rights Agent under this Rights Agreement without the execution or filing of any paper or document or any further act on the part of any of the parties hereto, ; provided that such Person or limited liability company corporation would be eligible for appointment as a successor Rights Agent under the provisions of Section 2122. In case case, at the time such successor Rights Agent shall succeed to the agency created by this Rights Agreement, any of the Right Certificates shall have been countersigned but not delivered, any such successor Rights Agent may adopt the countersignature of the predecessor Rights Agent and deliver such Right Certificates so countersigned; and and, in case at that time any of the Right Certificates shall not have been countersigned, any successor Rights Agent may countersign such Right Certificates either in the name of the predecessor Rights Agent or in the name of the successor Rights Agent; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Rights Agreement. (b) In case at any time the name of the Rights Agent shall be changed and at such time any of the Right Certificates shall have been countersigned but not delivered, the Rights Agent may adopt the countersignature under its prior name and deliver Right Certificates so countersigned; and and, in case at that time any of the Right Rights Certificates shall not have been countersigned, the Rights Agent may countersign such Right Rights Certificates either in its prior name or in its changed name; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Rights Agreement. SECTION 21.

Appears in 1 contract

Samples: Rights Agreement (Itt Destinations Inc /Nv)

Merger or Consolidation or Change of Rights Agent. (a) Any Person or limited liability company corporation into which the Rights Agent or any successor Rights Agent may be merged or with which it may be consolidated, or any Person or limited liability company corporation resulting from any merger or consolidation to which the Rights Agent or any successor Rights Agent shall be a party, or any Person or limited liability company corporation succeeding to the stock transfer or corporate trust or stock transfer business of the Rights Agent or any successor Rights Agent, shall be the successor to the Rights Agent under this Rights Agreement without the execution or filing of any paper or document or any further act on the part of any of the parties hereto, provided that such Person or limited liability company corporation would be eligible for appointment as a successor Rights Agent under the provisions of Section 2122 hereof. In case case, at the time such successor Rights Agent shall succeed to the agency created by this Rights Agreement, any of the Right Certificates shall have been countersigned but not delivered, any such successor Rights Agent may adopt the countersignature of the predecessor Rights Agent and deliver such Right Certificates so countersigned; and in case at that time any of the Right Certificates shall not have been countersigned, any successor Rights Agent may countersign such Right Certificates either in the name of the predecessor Rights Agent or in the name of the successor Rights Agent; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Rights Agreement. (b) In case at any time the name of the Rights Agent shall be changed and at such time any of the Right Certificates shall have been countersigned but not delivered, the Rights Agent may adopt the countersignature under its prior name and deliver Right Certificates so countersigned; and in case at that time any of the Right Certificates shall not have been countersigned, the Rights Agent may countersign such Right Certificates either in its prior name or in its changed name; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Rights Agreement. SECTION 21.

Appears in 1 contract

Samples: Rights Agreement (Pittston Co)

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Merger or Consolidation or Change of Rights Agent. (a) Any Person or limited liability company into which the Rights Agent or any successor Rights Agent may be merged or with which it may be consolidated, or any Person or limited liability company resulting from any merger or consolidation to which the Rights Agent or any successor Rights Agent shall be a party, or any Person or limited liability company succeeding to the shareholder services, stock transfer or corporate trust or stock transfer business of the Rights Agent or any successor Rights Agent, shall be the successor to the Rights Agent under this Rights Agreement without the execution or filing of any paper or document or any further act on the part of any of the parties hereto; PROVIDED, provided HOWEVER, that such Person or limited liability company would be eligible for appointment as a successor Rights Agent under the provisions of Section 2122. In case case, at the time such successor Rights Agent shall succeed to the agency created by this Rights Agreement, any of the Right Certificates shall have been countersigned but not delivered, any such successor Rights Agent may adopt the countersignature of the predecessor Rights Agent and deliver such Right Certificates so countersigned; and and, in case at that time any of the Right Certificates shall not have been countersigned, any successor Rights Agent may countersign such Right Certificates either in the name of the predecessor Rights Agent or in the name of the successor Rights Agent; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Agreement. In case at any time the name of the Rights Agent shall be changed and at such time any of the Right Certificates shall have been countersigned but not delivered, the Rights Agent may adopt the countersignature under its prior name and deliver Right Certificates so countersigned; and in case at that time any of the Right Certificates shall not have been countersigned, the Rights Agent may countersign such Right Certificates either in its prior name or in its changed name; and in all such cases such Right Certificates shall have the full force provided in the Right Certificates and in this Agreement.

Appears in 1 contract

Samples: Rights Agreement (Zimmer Holdings Inc)

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