0000950137-03-005305 Sample Contracts

DIAMONDCLUSTER INTERNATIONAL, INC. and MELLON INVESTOR SERVICES LLC as Rights Agent Rights Agreement dated as of October 14, 2003
Rights Agreement • October 21st, 2003 • Diamondcluster International Inc • Services-management consulting services • New York

The Board of Directors of the Company has authorized and declared a dividend of one preferred share purchase right (a “Right”) for each Common Share (as hereinafter defined) of the Company outstanding on October 15, 2003 (the “Record Date”), each Right representing the right to purchase one one-thousandth of a Preferred Share (as hereinafter defined), upon the terms and subject to the conditions herein set forth, and has further authorized and directed the issuance of one Right with respect to each Common Share that shall become outstanding between the Record Date and the earliest of the Distribution Date, the Redemption Date and the Final Expiration Date (as such terms are hereinafter defined).

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