XXXXXX CORPORATION. By: ------------------------------- Name: Title: MELLON SECURITIES TRUST COMPANY By: ------------------------------- Name: Title: Attachment 1 [Form of Right Certificate] Certificate No. W- Rights ------ NOT EXERCISABLE AFTER DECEMBER 23, 2002 OR EARLIER IF REDEEMED. THE RIGHTS ARE SUBJECT TO REDEMPTION, AT THE OPTION OF THE COMPANY AND UNDER CERTAIN OTHER CIRCUMSTANCES, AT $.03 PER RIGHT ON THE TERMS SET FORTH OR REFERRED TO IN THE RIGHTS AGREEMENT. UNDER CERTAIN CIRCUMSTANCES, RIGHTS BENEFICIALLY OWNED BY AN ACQUIRING PERSON OR ANY AFFILIATE OR ASSOCIATE THEREOF (AS DEFINED IN THE RIGHTS AGREEMENT) MAY BECOME NULL AND VOID. [THE BENEFICIAL OWNER OF THE RIGHTS REPRESENTED BY THIS RIGHT CERTIFICATE IS AN ACQUIRING PERSON OR AN AFFILIATE OR ASSOCIATE OF AN ACQUIRING PERSON. ACCORDINGLY, THIS RIGHT CERTIFICATE AND THE RIGHTS REPRESENTED HEREBY MAY BE OR BECOME VOID IN THE CIRCUMSTANCES SPECIFIED IN SECTION 7(e) OF THE RIGHTS AGREEMENT.](FN*) Right Certificate XXXXXX CORPORATION This certifies that , or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement dated as of December 8, 1987 (the "Rights Agreement") between Xxxxxx Corporation, a Delaware corporation ("Company"), and The Chase Manhattan Bank, N.A., a national banking association (the "Rights Agent"), to purchase from the Company at any time after the Distribution Date (as such term is defined in the Rights Agreement) and prior to 5:00 P.M. (New York City time) on December 23, 1997 at the principal office of the Rights Agent, or its successors as Rights Agent, in New York, New York, one one-hundredth (1/100) of a fully paid nonassessable share of the Series A Junior Participating Preferred Stock (the "Preferred Stock") of the Company at a purchase price of $30 as the same may from time to time be adjusted in accordance with the Rights Agreement (the "Purchase Price"), upon presentation and surrender of this Right Certificate with the Form of Election to Purchase duly executed. -------- [FN] * The portion of the legend in brackets shall be inserted only if applicable and shall replace the preceding sentence. As provided in the Rights Agreement, the Purchase Price and the number of shares of Preferred Stock which may be purchased upon the exercise of the Rights evidenced by this Right Certificate are subject to modification and adjustment upon the happening of ...
XXXXXX CORPORATION. By: ---------------------------------------- Xxxxx X. Xxxx Chief Executive Officer
XXXXXX CORPORATION. The parties shall have agreed on a mutually acceptable satisfaction of XLI's obligations to Xxxxxx Corporation pursuant to that certain Agreement dated January 15, 1990 between Xxxxxx Corporation and XLI, as amended by the First, Second, Third, Fourth and Fifth Agreement Amendments thereto (the "Existing Xxxxxx Agreement"), and Pixel shall have entered into an agreement with Xxxxxx Corporation, the terms of which are satisfactory to Oak and Pixel in their sole discretion. Pixel shall pay Five Hundred Thousand Dollars ($500,000) of XLI's obligations to Xxxxxx Corporation provided that the royalty rates specified in Section 4 of the Fifth Agreement Amendment are reduced from fifteen percent (15%) to eleven percent (11%) as of the Effective Time.
XXXXXX CORPORATION a Massachusetts corporation having its headquarters at Xxx Xxxxxxxxxx Xxxxx, Xxxxxx, CT 06263,
XXXXXX CORPORATION. For adequate consideration, the receipt and sufficiency which are hereby acknowledged, the parties hereto agree as follows:
XXXXXX CORPORATION. AMT owns all the issued and outstanding capital stock of Xxxxxx Corporation, free and clear of all liens, security interests, pledges, restrictions on transfer and other encumbrances. Except as set forth on Schedule 5.26 hereto, Xxxxxx currently conducts no business, has no assets other than the Real Property, and has no liabilities (direct or indirect, matured or unmatured or absolute, contingent or otherwise).
XXXXXX CORPORATION. By:/s/ Xxxxxx X Xxxxxx ------------------------------- Title:Vice Chairman ----------------------------
XXXXXX CORPORATION. By ---------------------------------------- Name: X.X. Xxxxxx Title: Vice President-General Manager Operations
XXXXXX CORPORATION. Rights Pro rata rights to Purchase Xxxxxx Common Stock distributed to existing stockholders
XXXXXX CORPORATION. By: ------------------------------
