Transfer and Ownership of Rights and Right Certificates. (a) Prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares. (b) After the Distribution Date, the Right Certificates will be transferable, subject to Section 7(a), only on the registry books of the Rights Agent if surrendered at the principal office of the Rights Agent, duly endorsed or accompanied by a proper instrument of transfer. (c) The Company and the Rights Agent may deem and treat the Person in whose name a Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificate or the associated certificate for Common Shares made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall be affected by any notice to the contrary.
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Edmark Corp), Shareholder Rights Agreement (Edmark Corp)
Transfer and Ownership of Rights and Right Certificates. (a) Prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares.
(b) After the Distribution Date, the Right Certificates will be transferable, subject to Section 7(a7(e), only on the registry books of the Rights Agent if surrendered at the principal office of the Rights AgentAgent designated for such purpose, duly endorsed or accompanied by a proper instrument of transfer.
(c) The Company NWBio and the Rights Agent may deem and treat the Person in whose name a Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificate or the associated certificate for Common Shares made by anyone other than the Company NWBio or the Rights Agent) for all purposes whatsoever, and neither the Company NWBio nor the Rights Agent shall be affected by any notice to the contrary.
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Northwest Biotherapeutics Inc), Stockholder Rights Agreement (Northwest Biotherapeutics Inc)