Rights; Warrants or Options. Except for this Agreement, there are no outstanding subscriptions, warrants, options or other agreements or rights of any kind to purchase or otherwise receive or be issued, or securities or obligations of any kind convertible into, any Equity Securities of the Company. There is no outstanding Contract or other agreement of Seller, the Company or any other Person to purchase, redeem or otherwise acquire any outstanding Equity Securities of the Company, or securities or obligations of any kind convertible into any Equity Securities of the Company. There are no outstanding or authorized stock appreciation rights, stock plans or similar rights with respect to the Equity Securities of the Company.
Rights; Warrants or Options. In case the Issuer shall issue rights (other than rights issued pursuant to a stockholder rights plan, and then in accordance with Section 5.04(n)), warrants or options to all or substantially all holders of Common Stock entitling them to purchase, for a period expiring within 60 calendar days of the date of issuance, Common Stock at an aggregate price per share less than the average of the Last Reported Sale Prices of Common Stock during the 10 consecutive Trading Day period ending on the Trading Day immediately preceding the time of announcement of the distribution, the Conversion Rate will be adjusted based on the following formula: CR1 = CR0 x (OS0 + X)/ (OS0 +Y) Where CR0 = the Conversion Rate in effect at Close of Business on the Trading Day immediately preceding the Ex-Dividend Date for such issuance; CR1 = the Conversion Rate in effect immediately after the Open of Business on the Ex-Dividend Date for such issuance; OS0 = the number of shares of Common Stock outstanding at Close of Business on the Trading Day immediately preceding the Ex-Dividend Date for such issuance; X = the total number of shares of Common Stock issuable pursuant to such rights, warrants or options; and Y = the number of shares of Common Stock equal to the quotient of (x) the aggregate price payable to exercise such rights, warrants or options divided by (y) the average of the Last Reported Sale Prices of Common Stock during the 10 consecutive Trading Day period ending on the Trading Day immediately preceding the date of announcement of the issuance of such rights, warrants or options. Any adjustment made pursuant to this Section 5.04(c) shall become effective immediately prior to Open of Business on the Ex-Dividend Date for such issuance. In the event that such rights, warrants or options described in this Section 5.04(c) are not so issued, the Conversion Rate shall be readjusted, effective as of the date the Issuer publicly announces its decision not to issue such rights, warrants or options to the Conversion Rate that would then be in effect if such issuance had not been declared. To the extent that such rights, warrants or options are not exercised prior to their expiration or shares of Common Stock are otherwise not delivered pursuant to such rights, warrants or options upon the exercise of such rights, warrants or options the Conversion Rate shall be readjusted to the Conversion Rate that would then be in effect had the adjustments made upon the issuance of such rights, w...
Rights; Warrants or Options. In case the Company shall grant any rights, warrants or options (other than the Warrants) to subscribe for or to purchase shares of Common Stock or Convertible Securities, the maximum number of shares of Common Stock issuable pursuant to such rights, warrants or options or necessary to effect the conversion or exchange of all such Convertible Securities (computed without regard to the possible future effect of anti-dilution provisions) shall be deemed to have been issued
Rights; Warrants or Options. Except for this Agreement, there are no outstanding subscriptions, warrants, options or other agreements or rights of any kind to purchase or otherwise receive or be issued, or securities or obligations of any kind convertible into, any equity security of any of the Companies. There is no outstanding contract or other agreement of any of Sellers, any of the Companies or any other Person to purchase, redeem or otherwise acquire any outstanding equity security of any of the Companies, or securities or obligations of any kind convertible into any equity security of the Companies. There are no outstanding or authorized equity appreciation rights, options, warrants, equity plans or similar rights with respect to the equity securities of the Companies. There are no voting trusts, member agreements, proxies or other agreements or understandings in effect with respect to the voting or transfer of any of the Equity Interests.
Rights; Warrants or Options. Except for this Agreement, there are no outstanding subscriptions, warrants, options or other agreements or rights of any kind to purchase or otherwise receive or be issued, or securities or obligations of any kind convertible into, any equity security of any of the Companies or the Company Subsidiary. There is no outstanding contract or other agreement of any of Sellers, any of the Companies, the Company Subsidiary or any other Person to purchase, redeem or otherwise acquire any outstanding equity security of any of the Companies or the Company Subsidiary, or securities or obligations of any kind convertible into any equity security of the Companies or the Company Subsidiary. There are no outstanding or authorized equity appreciation rights, options, warrants, equity plans or similar rights with respect to the equity securities of the Companies or the Company Subsidiary.
Rights; Warrants or Options. In case the Company shall grant any --------------------------- rights, warrants or options (other than the Warrants and warrants to purchase up to 100,000 shares of Common Stock issued in connection with any final settlement of ongoing litigation of the Company which has been disclosed to the holder hereof as of June 2, 1997) to subscribe for or to purchase shares of Common Stock or Convertible Securities, the maximum number of shares of Common Stock issuable pursuant to such rights, warrants or options or necessary to effect the conversion or exchange of all such Convertible Securities (computed without regard to the possible future effect of anti-dilution provisions) shall be deemed to have been issued as of the date of the granting of such rights, warrants or options, and the Company shall be deemed to have received the Presumed Consideration therefor. No further adjustment (except as provided in (S)4.2(b)(v) hereof) shall be made in respect of the actual issuance of Common Stock or Convertible Securities upon the exercise of rights or options, warrants or the conversion of Convertible Securities referred to in this (S)4.2(b)(iii).
Rights; Warrants or Options. Except for this Agreement or as set forth on Schedule 3.9, there are no outstanding subscriptions, warrants, options or other agreements or rights of any kind that are binding on any Acquired Company to purchase or otherwise receive or be issued any capital stock or any other equity security of any Acquired Company, or securities or obligations of any kind convertible into any capital stock or any other equity security of any Acquired Company. Except as set forth on Schedule 3.9 and, in the case of the Company, for this Agreement, no Acquired Company is a party to any outstanding contract or other agreement to purchase, redeem or otherwise acquire any outstanding capital stock or any other equity security of any Acquired Company, or securities or obligations of any kind convertible into any capital stock or other equity security of any Acquired Company. Schedule 3.9 lists each agreement, instrument or document establishing the rights, obligations, terms and conditions of the warrants held by the Warrant Holders and the rights of each of the Phantom Stock Holders, true, complete and correct copies of which have been provided to the Purchaser. Except as set forth on Schedule 3.9, there are no outstanding or authorized equity appreciation, phantom equity, equity plans or similar rights with respect to the equity securities of any Acquired Company.
Rights; Warrants or Options. If the Seller shall, after the Issue Date, issue rights, warrants or options, other than pursuant to any dividend reinvestment plans, to all holders of Common Stock entitling such holders, for a period expiring within 45 days after the record date for the determination of holders of Common Stock entitled to receive such rights, warrants or options, to subscribe for or purchase shares of Common Stock at an offering price per share less than the Current Market Price of the Common Stock on the date of announcement of such issuance, the Share Component in effect at the close of business on the date of such announcement shall be increased by multiplying such Share Component by the following fraction of which:
Rights; Warrants or Options. Subject to the provisions applicable to voting rights in Section 7.6., and unless otherwise directed by the Committee, stock rights (including warrants and options) issued with respect to Stock will be exercised by the Trustee on behalf of Participants to the extent that cash is available. Unless otherwise directed by the Committee, rights which cannot be exercised because of the lack of cash will be sold and the proceeds will be invested in Stock.
