Common use of Execution, Countersignature and Registration Clause in Contracts

Execution, Countersignature and Registration. (a) The Right Certificates shall be executed on behalf of the Company by its Chairman of the Board, its Chief Executive Officer, President, Chief Operating Officer, Chief Financial Officer or any Vice President, either manually or by facsimile signature. The Right Certificates shall be countersigned by the Rights Agent via manual or facsimile signature and shall not be valid for any purpose unless so countersigned. In case any officer of the Company whose manual or facsimile signature is affixed to the Right Certificates shall cease to be such officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, may be countersigned by the Rights Agent, issued and delivered with the same force and effect as though the Person who signed such Right Certificates had not ceased to be such officer of the Company. Any Right Certificate may be signed on behalf of the Company by any Person who, at the actual date of the execution of such Right Certificate, shall be a proper officer of the Company to sign such Right Certificate, although at the date of the execution of this Rights Agreement any such Person was not such an officer.

Appears in 2 contracts

Samples: Rights Agreement (Iris International Inc), Rights Agreement (WEB.COM, Inc.)

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Execution, Countersignature and Registration. (a) The Right Certificates shall be executed on behalf of the Company by its the Chairman of the Board, its and Chief Executive Officer, President, Chief Operating Officer, the Chief Financial Officer or any a Vice PresidentPresident of the Company, either manually or by facsimile signature. The Right Certificates shall be manually countersigned by the Rights Agent via manual or facsimile signature and shall not be valid or obligatory for any purpose unless so countersigned. In case any officer of the Company whose manual or facsimile signature is affixed to who shall have signed any of the Right Certificates shall cease to be such an officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, Certificates may be nevertheless by countersigned by the Rights Agent, Agent and issued and delivered by the Company with the same force and effect as though the Person person who signed such Right Certificates Certificate had not ceased to be such an officer of the Company. Any ; and any Right Certificate may be signed on behalf of the Company by any Person person who, at the actual date of the execution of such Right Certificate, shall be a proper officer of the Company to sign such Right Certificate, although at the date of the execution of this Rights Agreement any such Person person was not such an officerofficer of the Company.

Appears in 2 contracts

Samples: Shareholder Rights Agreement (Edmark Corp), Shareholder Rights Agreement (Edmark Corp)

Execution, Countersignature and Registration. (a) The Right Rights Certificates shall be executed on behalf of the Company by its the Chairman of the Board, its the Chief Executive Officer, the President, the Chief Operating Officer, Chief Financial Officer the Treasurer or a Vice President (whether preceded by any additional title) of the Company, either manually or by facsimile signature, and have affixed thereto the Company's seal or a facsimile thereof which shall be attested by the Secretary, an Assistant Secretary or a Vice PresidentPresident (whether preceded by any additional title, provided that such Vice President shall not have also executed the Rights Certificates) of the Company, either manually or by facsimile signature. The Right Rights Certificates shall be manually countersigned by the Rights Agent via manual or facsimile signature and shall not be valid or obligatory for any purpose unless so countersigned. In case any officer of the Company whose manual or facsimile signature is affixed to who shall have signed any of the Right Rights Certificates shall cease to be such an officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, Rights Certificates may nevertheless be countersigned by the Rights Agent, Agent and issued and delivered by the Company with the same force and effect as though the Person person who signed such Right Rights Certificates had not ceased to be such an officer of the Company. Any Right ; and any Rights Certificate may be signed on behalf of the Company by any Person person who, at the actual date of the execution of such Right Rights Certificate, shall be a proper officer of the Company to sign such Right Rights Certificate, although at the date of the execution of this Rights Agreement any such Person person was not such an officerofficer of the Company.

Appears in 2 contracts

Samples: Exhibit 10 Rights Agreement (Harris Paul Stores Inc), Rights Agreement (Quality Dining Inc)

Execution, Countersignature and Registration. (a) The Right Certificates shall be executed on behalf of the Company by its Chairman of the Board, its Vice Chairman of the Board, Chief Executive Officer, President, Chief Operating Officer, President or Chief Financial Officer or any Vice PresidentOfficer, either manually or by facsimile signature. The Right Certificates shall be manually countersigned by the Rights Agent via manual or facsimile signature and shall not be valid for any purpose unless so countersigned. In case any officer of the Company whose manual or facsimile signature is affixed to the Right Certificates shall cease to be such officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, may be countersigned by the Rights Agent, issued and delivered with the same force and effect as though the Person who signed such Right Certificates had not ceased to be such officer of the Company. Any Right Certificate may be signed on behalf of the Company by any Person who, at the actual date of the execution of such Right Certificate, shall be a proper officer of the Company to sign such Right Certificate, although at the date of the execution of this Rights Agreement any such Person was not such an officer.

Appears in 2 contracts

Samples: Rights Agreement (Century Casinos Inc), Rights Agreement (Team Financial Inc /Ks)

Execution, Countersignature and Registration. (a) The Right Certificates shall be executed on behalf of the Company by its Chairman of the Board, its Chief Executive Officer, President, Chief Operating Officer, Chief Financial Officer or any Vice PresidentPresident or the Secretary, either manually or by facsimile signature. The Right Certificates shall be countersigned by the Rights Agent via manual or facsimile signature and shall not be valid for any purpose unless so countersigned. In case any officer of the Company whose manual or facsimile signature is affixed to the Right Certificates shall cease to be such officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, may be countersigned by the Rights Agent, issued and delivered with the same force and effect as though the Person who signed such Right Certificates had not ceased to be such officer of the Company. Any Right Certificate may be signed on behalf of the Company by any Person who, at the actual date of the execution of such Right Certificate, shall be a proper officer of the Company to sign such Right Certificate, although at the date of the execution of this Rights Agreement any such Person was not such an officer.

Appears in 1 contract

Samples: Rights Agreement (Towerstream Corp)

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Execution, Countersignature and Registration. (a) The Right Certificates shall be executed on behalf of the Company by its Chairman of (x) the Board, its Chief Executive Officer, the President, Chief Operating Officer, the Chief Financial Officer or the General Counsel or (y) any Vice Presidenttwo officers designated by the Board, either manually or by facsimile signature. The Right Certificates shall be countersigned by the Rights Agent via manual either manually or by facsimile signature signature, and shall not be valid or obligatory for any purpose unless so countersigned. In case the event that any officer of the Company whose manual or facsimile signature is affixed to who shall have signed any of the Right Certificates shall cease to be such an officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, Certificates may nevertheless be countersigned by the Rights Agent, Agent and issued and delivered by the Company with the same force and effect as though the Person person who signed such Right Certificates had not ceased to be such an officer of the Company. Any ; and any Right Certificate may be signed on behalf of the Company by any Person person who, at the actual date of the execution of such Right Certificate, shall be a proper officer of the Company to sign such Right Certificate, although at the date of the execution of this Rights Agreement any such Person person was not such an officerofficer of the Company.

Appears in 1 contract

Samples: Section 382 Rights Agreement (BioFuel Energy Corp.)

Execution, Countersignature and Registration. (a) The Right Certificates shall be executed on behalf of the Company by its the Chairman of the Board, its Chief Executive Officer, President, Chief Operating Officer, Chief Financial Officer the President or any Vice PresidentPresident (whether preceded by any additional title) of the Company and by the Secretary, any Assistant Secretary, the Treasurer or any Assistant Treasurer of the Company, either manually or by facsimile signature. The Right Certificates shall be manually countersigned by the Rights Agent via manual or facsimile signature and shall not be valid or obligatory for any purpose unless so countersigned. In case any officer of the Company whose manual or facsimile signature is affixed to who shall have signed any of the Right Certificates shall cease to be such an officer of the Company before countersignature by the Rights Agent and issuance and delivery by the Company, such Right Certificates, nevertheless, Certificates may nevertheless be countersigned by the Rights Agent, Agent and issued and delivered by the Company with the same force and effect as though the Person person who signed such Right Certificates had not ceased to be such an officer of the Company. Any ; and any Right Certificate may be signed on behalf of the Company by any Person person who, at the actual date of the execution of such Right Certificate, shall be a proper officer of the Company to sign such Right Certificate, although at the date of the execution of this Rights Agreement any such Person person was not such an officerofficer of the Company.

Appears in 1 contract

Samples: Rights Agreement (Officemax Inc /Oh/)

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