Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 40 contracts
Samples: Shareholder Rights Agreement (Avant Immunotherapeutics Inc), Stockholder Rights Agreement (Kendle International Inc), Shareholder Rights Agreement (Medwave Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the certificates representing shares of Company Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Company Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Company Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 38 contracts
Samples: Rights Agreement (Aerocentury Corp), Rights Agreement (Wireless Facilities Inc), Rights Agreement (Optika Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 36 contracts
Samples: Stockholder Rights Agreement (Sensei Biotherapeutics, Inc.), Section 382 Rights Agreement (Internap Corp), Section 382 Rights Agreement (GTT Communications, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than the rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of shares of the Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, any registered holder of shares of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, any registered holder of shares of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder hereunder, and injunctive relief against actual or threatened violations by the Company of the obligations hereunder of any Person (including, without limitation, the Company) subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 30 contracts
Samples: Rights Agreement (Dominari Holdings Inc.), Rights Agreement, Rights Agreement (Contango ORE, Inc.)
Rights of Action. All rights of action in respect of this Rights Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, may enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Certificate (or, prior to the Distribution Date, such Common Stock) in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to to, this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 18 contracts
Samples: Section 382 Rights Agreement (CNO Financial Group, Inc.), Section 382 Rights Agreement (CNO Financial Group, Inc.), Section 382 Rights Agreement (CNO Financial Group, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under SECTION 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in on such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 14 contracts
Samples: Rights Agreement (Neuberger Berman Real Estate Income Fund Inc), Rights Agreement (Neuberger Berman Real Estate Income Fund Inc), Rights Agreement (Neuberger Berman Real Estate Income Fund Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 10 contracts
Samples: Rights Agreement (Touch America Holdings Inc), Rights Agreement (Arena Pharmaceuticals Inc), Rights Agreement (Huttig Building Products Inc)
Rights of Action. All rights of action in respect of this Agreement, other than the rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of shares of the Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, any registered holder of shares of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, any registered holder of shares of the Common Stock of the CompanyStock), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder hereunder, and injunctive relief against actual or threatened violations by the Company of the obligations hereunder of any Person (including, without limitation, the Company) subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 9 contracts
Samples: Rights Agreement (Parks America, Inc), Rights Agreement, Rights Agreement (Nuverra Environmental Solutions, Inc.)
Rights of Action. All rights of action in respect of this Rights Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in on such registered holder's own behalf and for such registered holder's own benefit, may enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate (or, prior to the Distribution Date, such Common Stock) in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to to, this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 9 contracts
Samples: Rights Agreement (American Axle & Manufacturing Holdings Inc), Rights Agreement (Dillards Inc), Rights Agreement (Dillards Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of shares of the Common Stock of the CompanyStock); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of shares of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of shares of the Common Stock of the CompanyStock), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company Corporation to enforce, or otherwise act in respect of, his such registered holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to to, this Agreement. Holders Nothing in this Section 15 is intended to modify or limit the authority of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions Board of this AgreementDirectors under Section 25.3.
Appears in 8 contracts
Samples: Rights Agreement (Macropore Inc), Rights Agreement (Datron Systems Inc/De), Rights Agreement (Calypte Biomedical Corp)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 7 contracts
Samples: Rights Agreement (Self Storage Group, Inc.), Rights Agreement (Self Storage Group, Inc.), Rights Agreement (Global Income Fund, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections in Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered the holder's own behalf and for such registered the holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his the holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 7 contracts
Samples: Rights Agreement (Enesco Group Inc), Rights Agreement (Project Software & Development Inc), Rights Agreement (LSB Corp)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 6 contracts
Samples: Stockholder Rights Agreement (Galera Therapeutics, Inc.), Stockholder Rights Agreement, Stockholder Rights Agreement (Westwood Holdings Group Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such xxxxxx’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 6 contracts
Samples: Stockholder Rights Agreement (Purple Innovation, Inc.), Stockholder Rights Agreement, Stockholder Rights Agreement (Purple Innovation, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and Section 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 5 contracts
Samples: Rights Agreement (Key Production Co Inc), Rights Agreement (Drypers Corp), Rights Agreement (Key Production Co Inc)
Rights of Action. All rights of action in respect of this ---------------- Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 5 contracts
Samples: Shareholder Rights Agreement (Mac-Gray Corp), Shareholder Rights Agreement (Cypress Communications Inc), Shareholder Rights Agreement (Circor International Inc)
Rights of Action. All As of the Record Date, all rights of action in respect of this Right Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Rights Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Rights Agreement.
Appears in 4 contracts
Samples: Rights Agreement (Packeteer Inc), Rights Agreement (Jamba, Inc.), Rights Agreement (Adam Inc)
Rights of Action. All rights of action in respect of this Agreement, other than except any rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 4 contracts
Samples: Renewed Rights Agreement (Boise Cascade Corp), Renewed Rights Agreement (Boise Cascade Corp), Renewed Rights Agreement (Textron Inc)
Rights of Action. 15.1. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of shares of the Common Stock of the CompanyStock); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of shares of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of shares of the Common Stock of the CompanyStock), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company Corporation to enforce, or otherwise act in respect of, his such registered holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to to, this Agreement. Holders Nothing in this Section 15 is intended to modify or limit the authority of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions Board of this AgreementDirectors under Section 25.3.
Appears in 4 contracts
Samples: Rights Agreement (Netvantage Inc), Rights Agreement (Netvantage Inc), Rights Agreement (International Remote Imaging Systems Inc /De/)
Rights of Action. All rights of action in respect of this AgreementPlan, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and Section 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to before the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Certificate (or, prior to before the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to before the Distribution Date, of the Common Stock of the CompanyStock), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, may enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Certificate (or, before the Distribution Date, such Common Stock) in the manner provided in such Right Rights Certificate and in this AgreementPlan. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement Plan and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this AgreementPlan.
Appears in 4 contracts
Samples: Tax Benefit Preservation Plan, Tax Benefit Preservation Plan (Radian Group Inc), Tax Benefit Preservation Plan (Radian Group Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in on such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right evidenced Rights represented by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement Agreement, and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Rights Agreement (Avalon Properties Inc), Rights Agent Agreement (Macerich Co), Rights Agreement (Avalon Properties Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate (or, prior to the Distribution Date, such Common Stock) and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Tax Benefits Preservation Plan (Genesis Healthcare, Inc.), Rights Agreement (Foot Locker, Inc.), Rights Agreement (Corelogic, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections 18 and 20 hereofunder this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate (or, prior to the Distribution Date, such Common Stock) and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations by the Company of the its obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreementhereunder.
Appears in 3 contracts
Samples: Tax Benefits Preservation Plan (INNOVATE Corp.), Tax Benefits Preservation Plan (INNOVATE Corp.), Tax Benefits Preservation Plan (Hc2 Holdings, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in on such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement Agreement, and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Rights Agent Agreement (Imperial Credit Industries Inc), Rights Agent Agreement (Glimcher Realty Trust), Rights Agent Agreement (Kranzco Realty Trust)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthis Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the certificates representing shares of Company Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Company Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Company Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Rights Agreement (Sage Inc/Ca), Rights Agreement (Sage Inc/Ca), Rights Agreement (Sage Inc/Ca)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyShares and LTD Special Shares); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares and LTD Special Shares), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares and LTD Special Shares), may, in such registered holder's his or her own behalf and for such registered holder's his or her own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his or her right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Preferred Stock Rights Agreement (PMC Sierra Inc), Preferred Stock Rights Agreement (PMC Sierra Inc), Preferred Stock Rights Agreement (PMC Sierra Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to under Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); Shares) and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), may, in such registered holder's his, her or its own behalf and for such registered holder's his, her or its own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his his, her or its right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Rights Agreement (Optical Communication Products Inc), Rights Agreement (Masimo Corp), Rights Agreement (Masimo Corp)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Issuance Date, the registered holders of the Common Stock of the CompanyOrdinary Shares); and any registered holder of any Right Certificate (or, prior to the Distribution Issuance Date, of the Common Stock of the CompanyOrdinary Shares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Issuance Date, of the Common Stock of the CompanyOrdinary Shares), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement Agreement, and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Shareholder Rights Agreement (Stratasys Ltd.), Rights Agreement (SciSparc Ltd.), Rights Agreement (Stratasys Ltd.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the certificates representing shares of Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Stockholders Rights Agreement (Take Two Interactive Software Inc), Stockholders Rights Agreement (Conectiv Inc), Stockholders Rights Agreement (Conectiv Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to under Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); Shares) and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), may, in such registered holder's his, her or its own behalf and for such registered holder's his, her or its own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his his, her or its right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to to, this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' attorneys fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 3 contracts
Samples: Rights Agreement (Autobytel Inc), Rights Agreement (Autobytel Inc), Rights Agreement (EMAK Worldwide, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof20, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable fees, costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Discovery Laboratories Inc /De/), Shareholder Rights Agreement (Discovery Laboratories Inc /De/)
Rights of Action. All As of the record date, all rights of action in respect of this Rights Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Rights Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Rights Agreement.
Appears in 2 contracts
Samples: Rights Agreement (Onvia Com Inc), Rights Agreement (Finisar Corp)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreementthe Company. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Biofrontera Inc.), Stockholder Rights Agreement (KVH Industries Inc \De\)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's holder s own behalf and for such registered holder's holder s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' attorneys fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Wyman Gordon Co), Shareholder Rights Agreement (Wyman Gordon Co)
Rights of Action. All rights of action in respect of this Agreement, other than the rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock shares of the CompanyCapital Stock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, any registered holder of shares of the Common Stock of the CompanyCapital Stock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, any registered holder of shares of the Common Stock of the CompanyCapital Stock), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder hereunder, and injunctive relief against actual or threatened violations by the Company of the obligations hereunder of any Person (including, without limitation, the Company) subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Rights Agreement (Arena Group Holdings, Inc.), Rights Agreement (theMaven, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this AgreementAgreement after the Distribution Date.
Appears in 2 contracts
Samples: Rights Agreement (Lazare Kaplan International Inc), Rights Agreement (Lazare Kaplan International Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofSection 18, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the shares of Company Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the shares of Company Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the shares of Company Common Stock of the CompanyStock), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such registered holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Rights Agreement (Chefs' Warehouse, Inc.), Rights Agreement (WebMD Health Corp.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof20, are vested in the respective registered holders of the Right Rights Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Tax Benefits Preservation Rights Agreement (Impac Mortgage Holdings Inc), Tax Benefits Preservation Rights Agreement (Impac Mortgage Holdings Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his or her right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreementthe Company. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Magenta Therapeutics, Inc.), Stockholder Rights Agreement
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereofSection 20, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyOrdinary Shares and ADS Holders); and any registered holder of any Right Certificate (or, prior to the Distribution Date, registered holders of the Common Stock of the CompanyOrdinary Shares and ADS Holders), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, registered holders of the Common Stock of the CompanyOrdinary Shares and ADS Holders), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that none of the holders of Rights Rights, the registered holders of Ordinary Shares, or the ADS Holders would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Rights Agreement (ReneSola LTD), Rights Agreement (The9 LTD)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Companycertificates representing Exchangeable Shares); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Companya certificate representing Exchangeable Shares), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Companya certificate representing Exchangeable Shares), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Rights Agreement (JDS Uniphase Corp /Ca/), Rights Agreement (JDS Uniphase Corp /Ca/)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyShares and Prefunded Warrants); and any registered holder of any Right Rights Certificate (and, prior to the Distribution Date, of the Common Shares and Prefunded Warrants), without the consent of the Rights Agent or of the registered holder of any other Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the registered holders of Rights, it is specifically acknowledged that the registered holders of Rights would not have an adequate remedy at law for any breach of this Agreement and and, accordingly, shall be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Rights Agreement (Turtle Beach Corp), Rights Agreement
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such xxxxxx’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of Company under this Agreement.
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Nordstrom Inc), Shareholder Rights Agreement
Rights of Action. All As of the Record Date, all rights of action in respect of this Rights Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Rights Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Rights Agreement.
Appears in 2 contracts
Samples: Rights Agreement (Halozyme Therapeutics Inc), Rights Agreement (Halozyme Therapeutics Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such xxxxxx’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would may not have an adequate remedy at law for any breach of this Agreement and shall be entitled to seek specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Veradigm Inc.), Stockholder Rights Agreement (Veradigm Inc.)
Rights of Action. All rights of action in respect of this Agreement, ---------------- other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 2 contracts
Samples: Form 8 A, Shareholders' Rights Agreement (Sohu Com Inc)
Rights of Action. All rights of action in respect of this Rights Agreement, other than except the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyOrdinary Shares); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Companyany Ordinary Shares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Companyany Ordinary Shares), may, in such registered holder's his/her own behalf and for such registered holder's his/her own benefit, enforceenforce this Rights Agreement, and may institute and maintain any suit, action or proceeding against the Company to enforceenforce this Rights Agreement, or otherwise enforce or act in respect of, his of his/her right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person (including, without limitation, the Company) subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such xxxxxx’s right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement
Rights of Action. All rights of action in respect of this Rights Agreement, other than except for rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and or Section 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Rights Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Rights Agreement.
Appears in 1 contract
Samples: Rights Agreement (Hearx LTD)
Rights of Action. All rights of action in ---------------- respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this ----------------- Agreement, other than rights of action vested in the Rights Agent pursuant to Sections in Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered the holder's own behalf and for such registered the holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his the holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Ibt Bancorp Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the certificates representing shares of Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company Corporation or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthis Agreement, including Section 18, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the shares of Common Stock of the Company); Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the shares of Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of the Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders The holders of the Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Stockholders’ Rights Agreement (Great Elm Group, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered the holder's ’s own behalf and for such registered the holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his the holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate (or, prior to the Distribution Date, such Common Stock) and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (iHeartMedia, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to this Agreement, including Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Tax Benefits Preservation Agreement (Unwired Planet, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under SECTION 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Neuberger Berman Real Estate Income Fund Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant hereunder, including but not limited to Sections Section 18 and Section 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (and, prior to the Distribution Date, of the Common Stock), without the consent of the Rights Agent or of the registered holder of any other Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in on such registered first holder's ’s own behalf and for such registered first holder's ’s own benefit, enforce, and may institute and maintain any suit, action action, or proceeding against the Company to enforce, or otherwise act in respect of, his such first holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the registered holders of Rights, it is specifically acknowledged that the registered holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Advanced Emissions Solutions, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than except the rights of action vested in that are given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate (or, prior to the Distribution Date, such Common Stock) and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofSection 19, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the shares of Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the shares of Common Stock of the Company), ) may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such registered holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' , fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections 18 and 20 hereofunder Section 18, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of Shares and the Company); and any Series D Preferred Shares. Any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company)Shares or Series D Preferred Shares may, without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company)Shares or Series D Preferred Shares, may, in on such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this AgreementCompany.
Appears in 1 contract
Samples: Rights Agreement (Ashford Inc.)
Rights of Action. All As of the Record Date, all rights of action in ---------------- respect of this Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofbelow, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Microtune Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyShares or Unit Voting Shares); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares or Unit Voting Shares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares or Unit Voting Shares), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this ---------------- Agreement, other than rights of action vested in the Rights Agent pursuant to Sections in Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered the holder's own behalf and for such registered the holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his the holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Synergy Financial Group Inc /Nj/)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant under Section 18 hereof and the rights of action, if any, given to Sections 18 and the Rights Agent under Section 20 hereof, are vested in the respective registered holders of the Right Certificates Rights Certificate (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyClass A Stock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyClass A Stock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyClass A Stock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expensesto, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Pma Capital Corp)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections hereunder, including Section 18 and or Section 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyShares); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), may, in such registered holder's his, her or its own behalf and for such registered holder's his, her or its own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his his, her or its right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of the Rights, it is specifically acknowledged that the holders of the Rights would not have an adequate remedy at law for any breach by the Company of this Agreement and shall will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of by the Company of, the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than except the rights of action vested in given to the Rights Agent pursuant to Sections 18 and 20 hereofunder Section 18, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyShares and 8% Preferred Shares); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares and 8% Preferred Shares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares and 8% Preferred Shares), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforceenforce this Agreement, and may institute and maintain any suit, action or proceeding against the Company to enforceenforce this Agreement, or otherwise enforce or act in respect of, of his right to exercise the Right evidenced Rights represented by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person (including, without limitation, the Company) subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action ---------------- in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections in Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered the holder's own behalf and for such registered the holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his the holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of shares of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of Company under this Agreement.
Appears in 1 contract
Samples: Tax Benefits Preservation Plan (Sandridge Energy Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to the Company under this Agreement. Holders of Rights shall be entitled to recover from the Company the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this AgreementAgreement against the Company.
Appears in 1 contract
Samples: Stockholder Rights Agreement (First Real Estate Investment Trust of New Jersey)
Rights of Action. All As of the Record Date, all rights of action in respect of this Rights Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Rights Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Rights Agreement.
Appears in 1 contract
Samples: Rights Agreement (Abaxis Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofany Section of this Agreement, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach by the Company of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreementby the Company. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Albany Molecular Research Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthis Agreement, including Section 18, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the shares of Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the shares of Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of the Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders The holders of the Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Stockholders’ Rights Agreement (Great Elm Capital Group, Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in granted to the Rights Agent pursuant hereunder, including but not limited to Sections under Section 18 and Section 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in on such registered first holder's ’s own behalf and for such registered first holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such first holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the registered holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections Section 18 and Section 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Tax Benefits Preservation Rights Agreement (Sed International Holdings Inc)
Rights of Action. All rights of action in respect of this Agreement, other than excepting the rights of action vested in given to the Rights Agent pursuant to Sections under Section 18 and Section 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyShares); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyShares), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the holder of any Common Stock of the CompanyShares), maymay in his, in such registered holder's her or its own behalf and for such registered holder's his or her own benefit, benefit enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his his, her or its right to exercise the Right Rights evidenced by such Right Certificate or Common Share certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder under this Agreement, and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Staff Leasing Inc)
Rights of Action. All As of the Record Date, all rights of action ---------------- in respect of this Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofbelow, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Microtune Inc)
Rights of Action. All rights of action in respect of this Agreement, other than except the rights of action vested in the Rights Agent pursuant to Sections Section 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock Shares of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock Shares of the Company), may, in on such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his such holder's right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections in Section 18 and 20 hereof, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the Common Stock of the CompanyCompa- ny); and any registered holder of any Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered the holder's own behalf and for such registered the holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his the holder's right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of the certificates representing shares of Company Common Stock of the CompanyStock); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Company Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, of the a certificate representing shares of Company Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach by the Company of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations by the Company of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Saba Software Inc)
Rights of Action. All rights of action in respect of ---------------- this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Boston Properties Inc)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such hxxxxx’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would may not have an adequate remedy at law for any breach of this Agreement and in such case shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofof this Agreement, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Cell Therapeutics Inc)
Rights of Action. All rights of action in respect of this Agreement, other than the rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution Date, the registered holders of shares of the Common Stock of the CompanyShares); and any registered holder of any Right a Rights Certificate (or, prior to the Distribution Date, any registered holder of the Common Stock of the CompanyShares), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution Date, any registered holder of the Common Stock of the CompanyShares), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder hereunder, and injunctive relief against actual or threatened violations by the Company of the obligations hereunder of any Person (including, without limitation, the Company) subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Rights Agreement (Energy XXI LTD)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would may not have an adequate remedy at law for any breach of this Agreement and shall be entitled to seek specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Stockholder Rights Agreement
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such xxxxxx’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations by the Company of the its obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of under this Agreement.
Appears in 1 contract
Samples: Tax Benefits Preservation Plan (Quotient Technology Inc.)
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereof, are vested in the respective registered holders of the Right Certificates (or, prior to the Distribution Date, the registered holders of the Common Stock of the Company); and any 33 registered holder of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the Company), may, in such registered holder's own behalf and for such registered holder's own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company to enforce, or otherwise act in respect of, his right to exercise the Right evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations of the obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of this Agreement.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Brooktrout Technology Inc)
Rights of Action. All As of the Record Date, all rights of action in respect of this Right Agreement, other than any rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofhereunder, are vested in the respective registered holders of record of the Right Certificates (orand, prior to the Distribution Date, the registered holders of record of the Common Stock of the CompanyStock); and any registered holder of record of any Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Certificate (or, prior to the Distribution Date, of the Common Stock of the CompanyStock), may, in such registered holder's his own behalf and for such registered holder's his own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his right to exercise the Right Rights evidenced by such Right Certificate in the manner provided in such Right Certificate and in this Rights Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Rights Agreement and shall and, accordingly, that they will be entitled to specific performance of the obligations hereunder under, and injunctive relief against actual or threatened violations of of, the obligations hereunder of any Person subject to this Rights Agreement. Holders of Rights shall be entitled to recover from the Company the reasonable costs and expenses, including attorneys' ’ fees, incurred by them in any action to enforce the provisions of this Rights Agreement.
Appears in 1 contract
Rights of Action. All rights of action in respect of this Agreement, other than rights of action vested in the Rights Agent pursuant to Sections 18 and 20 hereofthe terms of this Agreement, are vested in the respective registered holders of the Right Rights Certificates (orand, prior to the Distribution DateTime, the registered holders of the Common Stock of the CompanyStock); and any registered holder of any Right Rights Certificate (or, prior to the Distribution DateTime, any registered holder of the shares of Common Stock of the CompanyStock), without the consent of the Rights Agent or of the holder of any other Right Rights Certificate (or, prior to the Distribution DateTime, of the Common Stock of the CompanyStock), may, in such registered holder's ’s own behalf and for such registered holder's ’s own benefit, enforce, and may institute and maintain any suit, action or proceeding against the Company or any other Person to enforce, or otherwise act in respect of, his such holder’s right to exercise the Right Rights evidenced by such Right Rights Certificate in the manner provided in such Right Rights Certificate and in this Agreement. Without limiting the foregoing or any remedies available to the holders of Rights, it is specifically acknowledged that the holders of Rights would not have an adequate remedy at law for any breach of this Agreement by the Company and shall be entitled to specific performance of the obligations hereunder and injunctive relief against actual or threatened violations by the Company of the its obligations hereunder of any Person subject to this Agreement. Holders of Rights shall be entitled to recover the reasonable costs and expenses, including attorneys' fees, incurred by them in any action to enforce the provisions of under this Agreement.
Appears in 1 contract
Samples: Rights Agreement
