Amendment To The Rights Agreement Sample Contracts

Amendment to the Rights Agreement (August 17th, 2018)
Skullcandy Inc. – First Amendment to the Rights Agreement (August 3rd, 2016)

This First Amendment (this First Amendment), dated as of August 3, 2016, to the Rights Agreement, dated as of June 27, 2016 (the Rights Agreement), is between Skullcandy, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., a federally chartered trust company (the Rights Agent).

Gastar Exploration Inc. – Amendment to the Rights Agreement (May 16th, 2016)

This Amendment to the Rights Agreement, by Gastar Exploration Inc., a Delaware corporation (the "Company"), is dated as of May 11, 2016 (this "Amendment").

Ctrip.Com International – Fifth Amendment to the Rights Agreement (December 23rd, 2015)

FIFTH AMENDMENT (this Amendment) dated as of December 23, 2015, to the RIGHTS AGREEMENT dated as of November 23, 2007 (the Rights Agreement), between Ctrip.com International, Ltd., a company incorporated with limited liability under the Cayman Islands Companies Law (the Company), and The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the Rights Agent), as amended by a First Amendment to the Rights Agreement dated as of August 7, 2014, entered into by and between the Company and the Rights Agent (Amendment No. 1), a Second Amendment to the Rights Agreement dated as of August 7, 2014, entered into by and between the Company and the Rights Agent (Amendment No. 2), a Third Amendment to the Rights Agreement dated as of May 29, 2015, entered into by and between the Company and the Rights Agent (Amendment No. 3) and a Fourth Amendment to the Rights Agreement dated as of October 26, 2015 (Amendment No. 4, and, together with Amendment No. 3, Am

Amendment to the Rights Agreement (November 19th, 2015)

This Amendment, dated as of November 17, 2015, by and between Airgas, Inc., a Delaware corporation (the Company), and Wells Fargo Bank, N.A. is to the Rights Agreement, dated as of May 8, 2007, between the Company and The Bank of New York as initial rights agent, as supplemented by the Transfer Agent Services Agreement, dated as of December 5, 2011, by and between the Company and Wells Fargo Bank, N.A. (the Rights Agent), as successor to The Bank of New York (the Rights Agreement). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Rights Agreement.

Amendment to the Rights Agreement (November 19th, 2015)

This Amendment, dated as of November 17, 2015, by and between Airgas, Inc., a Delaware corporation (the Company), and Wells Fargo Bank, N.A. is to the Rights Agreement, dated as of May 8, 2007, between the Company and The Bank of New York as initial rights agent, as supplemented by the Transfer Agent Services Agreement, dated as of December 5, 2011, by and between the Company and Wells Fargo Bank, N.A. (the Rights Agent), as successor to The Bank of New York (the Rights Agreement). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Rights Agreement.

Ctrip.Com International – Fourth Amendment to the Rights Agreement (October 27th, 2015)

FOURTH AMENDMENT (this Amendment) dated as of October 26, 2015, to the RIGHTS AGREEMENT dated as of November 23, 2007 (the Rights Agreement), between Ctrip.com International, Ltd., a company incorporated with limited liability under the Cayman Islands Companies Law (the Company), and The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the Rights Agent), as amended by a First Amendment to the Rights Agreement dated as of August 7, 2014, entered into by and between the Company and the Rights Agent (Amendment No. 1), a Second Amendment to the Rights Agreement dated as of August 7, 2014, entered into by and between the Company and the Rights Agent (Amendment No. 2) and a Third Amendment to the Rights Agreement dated as of May 29, 2015, entered into by and between the Company and the Rights Agent (Amendment No. 3, and, together with Amendment No. 2 and Amendment No. 1, the Prior Amendments). Capitalized terms used herein shall have the same

SYNACOR, INC. And AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC FIRST AMENDMENT TO THE RIGHTS AGREEMENT (August 18th, 2015)

THIS FIRST AMENDMENT TO THE RIGHTS AGREEMENT (the Amendment) is made as of August 18, 2015 by and between Synacor, Inc., a Delaware corporation (the Company), and American Stock Transfer & Trust Company, LLC as rights agent (the Rights Agent). Unless otherwise indicated herein, words and terms which are defined in the Rights Agreement, dated as of July 14, 2014, between the Company and the Rights Agent (the Rights Agreement) shall have the same meaning where used herein.

Ctrip.Com International – Third Amendment to the Rights Agreement (June 4th, 2015)

THIRD AMENDMENT (this Amendment) dated as of May 29, 2015, to the RIGHTS AGREEMENT dated as of November 23, 2007 (the Rights Agreement), between Ctrip.com International, Ltd., a company incorporated with limited liability under the Cayman Islands Companies Law (the Company), and The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the Rights Agent), as amended by a First Amendment to the Rights Agreement dated as of August 7, 2014, entered into by and between the Company and the Rights Agent (Amendment No. 1) and a Second Amendment to the Rights Agreement dated as of August 7, 2014, entered into by and between the Company and the Rights Agent (Amendment No. 2 and Amendment No. 1 are collectively, the Prior Amendments). Capitalized terms used herein shall have the same meanings ascribed to them in the Rights Agreement, as amended.

Earthstone Energy, Inc. – Third Amendment to the Rights Agreement (October 20th, 2014)

This THIRD AMENDMENT TO THE RIGHTS AGREEMENT, (this "Amendment") is made as of October 16, 2014, and amends that certain Rights Agreement, dated as of February 4, 2009, as amended by the First Amendment to the Rights Agreement dated May 15, 2014 and the Second Amendment to the Rights Agreement dated May 15, 2014 (the "Rights Agreement"), and is by and between Earthstone Energy, Inc., a Delaware corporation (the "Company") and Direct Transfer LLC, a Delaware limited liability company, as Rights Agent.

Ctrip.Com International – Second Amendment to the Rights Agreement (August 8th, 2014)

SECOND AMENDMENT (this Amendment) dated as of August 7, 2014, to the RIGHTS AGREEMENT dated as of November 23, 2007 (the Rights Agreement), between Ctrip.com International, Ltd., a company incorporated with limited liability under the Cayman Islands Companies Law (the Company), and The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the Rights Agent), as amended by a First Amendment to the Rights Agreement entered into by and between the Company and the Rights Agent dated as of August 7, 2014 (Amendment No. 1). Capitalized terms used herein shall have the same meanings ascribed to them in the Rights Agreement, as amended.

Ctrip.Com International – First Amendment to the Rights Agreement (August 8th, 2014)

FIRST AMENDMENT (this Amendment) dated as of August 7, 2014, to the RIGHTS AGREEMENT dated as of November 23, 2007 (the Rights Agreement), between Ctrip.com International, Ltd., a company incorporated with limited liability under the Cayman Islands Companies Law (the Company), and The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the Rights Agent). Capitalized terms used herein shall have the same meanings ascribed to them in the Rights Agreement.

Amendment No. 2 to the Rights Agreement (July 22nd, 2014)

This Amendment No. 2 to the Rights Agreement (this Amendment), dated as of July 21, 2014, is made by and between Level 3 Communications, Inc., a Delaware corporation (the Company), and Wells Fargo Bank, N.A., as rights agent (the Rights Agent), and amends the Rights Agreement, dated as of April 10, 2011 and amended by Amendment No. 1 thereto dated as of March 15, 2012, between the Company and the Rights Agent (the Rights Agreement). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given them in the Rights Agreement.

Earthstone Energy, Inc. – Second Amendment to the Rights Agreement (May 16th, 2014)

This SECOND AMENDMENT TO THE RIGHTS AGREEMENT, (this "Amendment") is made as of May 15, 2014, and amends that certain Rights Agreement, dated as of February 4, 2009, as amended by the First Amendment to the Rights Agreement dated May 15, 2014 (the "Rights Agreement"), and is by and between Earthstone Energy, Inc., a Delaware corporation (the "Company") and Direct Transfer LLC, a Delaware limited liability company, as Rights Agent.

Barry (R G) Corp – Third Amendment to the Rights Agreement (May 2nd, 2014)

THIS THIRD AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made as of May 1, 2014, by and between R. G. Barry Corporation (the Company) and Broadridge Corporate Issuer Solutions, Inc. (the Rights Agent, which term shall include any successor Rights Agent hereunder). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Rights Agreement (as such term is defined in the recitals below).

Barry (R G) Corp – Second Amendment to the Rights Agreement (May 2nd, 2014)

THIS SECOND AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made as of May 1, 2014, by and between R. G. Barry Corporation (the Company) and Broadridge Corporate Issuer Solutions, Inc. (the Rights Agent, which term shall include any successor Rights Agent hereunder). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Rights Agreement (as such term is defined in the recitals below).

Barry (R G) Corp – Second Amendment to the Rights Agreement (May 2nd, 2014)

THIS SECOND AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made as of May 1, 2014, by and between R. G. Barry Corporation (the Company) and Broadridge Corporate Issuer Solutions, Inc. (the Rights Agent, which term shall include any successor Rights Agent hereunder). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Rights Agreement (as such term is defined in the recitals below).

Barry (R G) Corp – Third Amendment to the Rights Agreement (May 2nd, 2014)

THIS THIRD AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made as of May 1, 2014, by and between R. G. Barry Corporation (the Company) and Broadridge Corporate Issuer Solutions, Inc. (the Rights Agent, which term shall include any successor Rights Agent hereunder). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Rights Agreement (as such term is defined in the recitals below).

Amendment No. 3 to the Rights Agreement of Anadigics, Inc. (April 25th, 2014)

This Amendment No. 3 (the "Amendment") to the Rights Agreement dated as of December 17, 1998 as amended by Amendment No. 1 dated as of November 30, 2000 and Amendment No. 2 dated as of October 2, 2008 (the "Rights Agreement") between ANADIGICS, INC., a Delaware corporation (the "Company"), and Computershare, Inc. (as successor to Mellon Investor Services LLC f/k/a ChaseMellon Shareholder Services, L.L.C.), as Rights Agent, is entered into as of April 25, 2014. Unless the context indicates otherwise, capitalized terms used without definition herein shall have the meanings ascribed to such terms in the Rights Agreement

Amendment to the Rights Agreement (April 24th, 2014)

This AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment), executed as a Deed Poll, is made and entered into as of April 23, 2014, between Mallinckrodt plc, an Irish public limited company (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). All capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

Amendment to the Rights Agreement (April 24th, 2014)

This AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment), executed as a Deed Poll, is made and entered into as of April 23, 2014, between Mallinckrodt plc, an Irish public limited company (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). All capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

Amendment No. 2 to the Rights Agreement (January 27th, 2014)

THIS AMENDMENT NO. 2 TO THE RIGHTS AGREEMENT (this Amendment), dated as of January 24, 2014, is entered into by and between Ascent Capital Group, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., a national banking association, as Rights Agent (the Rights Agent).

Fourth Amendment to the Rights Agreement (September 11th, 2013)

This FOURTH AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of September 10, 2013, between BMC Software, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

Amendment to the Rights Agreement (July 30th, 2013)

THIS AMENDMENT dated as of July 29, 2013 (this Amendment), amends the Rights Agreement, dated as of May 24, 2013 (the Rights Agreement), by and between Health Management Associates, Inc., a Delaware corporation (the Corporation), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the Rights Agent). All capitalized terms used but not defined in this Amendment shall have the meanings ascribed to them in the Rights Agreement.

Amendment to the Rights Agreement (July 30th, 2013)

THIS AMENDMENT dated as of July 29, 2013 (this Amendment), amends the Rights Agreement, dated as of May 24, 2013 (the Rights Agreement), by and between Health Management Associates, Inc., a Delaware corporation (the Corporation), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the Rights Agent). All capitalized terms used but not defined in this Amendment shall have the meanings ascribed to them in the Rights Agreement.

Third Amendment to the Rights Agreement (July 25th, 2013)

This THIRD AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of July 24, 2013, between BMC Software, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

SECOND AMENDMENT TO THE RIGHTS AGREEMENT BETWEEN NABORS INDUSTRIES LTD. AND COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent (July 15th, 2013)

THIS SECOND AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made as of this 15th day of July, 2013, by and between Nabors Industries Ltd., a Bermuda exempted company (the Company), and Computershare Trust Company, N.A., as Rights Agent (the Rights Agent). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Rights Agreement (as defined below).

Frozen Food Express Industries, Inc. – FOURTH AMENDMENT TO THE RIGHTS AGREEMENT July 12, 2013 (July 15th, 2013)

THIS FOURTH AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of the 12th day of July, 2013, by and between FROZEN FOOD EXPRESS INDUSTRIES, INC., a Texas corporation (the Company), and REGISTRAR AND TRANSFER COMPANY, a New Jersey corporation, as Rights Agent (the Rights Agent). Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in that certain Rights Agreement, dated as of June 14, 2000, by and between the Company and Fleet National Bank, as rights agent, as amended (the Rights Agreement).

Frozen Food Express Industries, Inc. – THIRD AMENDMENT TO THE RIGHTS AGREEMENT June 12, 2013 (June 13th, 2013)

THIS THIRD AMENDMENT TO THE RIGHTS AGREEMENT (this "Amendment") is made and entered into as of the 12th day of June, 2013, by and between FROZEN FOOD EXPRESS INDUSTRIES, INC., a Texas corporation (the "Company"), and REGISTRAR AND TRANSFER COMPANY, a New Jersey corporation, as Rights Agent (the "Rights Agent"). Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in that certain Rights Agreement, dated as of June 14, 2000, by and between the Company and Fleet National Bank, as rights agent, as amended (the "Rights Agreement").

Second Amendment to the Rights Agreement (May 10th, 2013)

This SECOND AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of May 10, 2013, between BMC Software, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

Second Amendment to the Rights Agreement (May 10th, 2013)

This SECOND AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of May 10, 2013, between BMC Software, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

First Amendment to the Rights Agreement (May 6th, 2013)

This FIRST AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of May 4, 2013, between BMC Software, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

First Amendment to the Rights Agreement (May 6th, 2013)

This FIRST AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made and entered into as of May 4, 2013, between BMC Software, Inc., a Delaware corporation (the Company), and Computershare Trust Company, N.A., as rights agent (the Rights Agent). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.

AMENDMENT TO THE RIGHTS AGREEMENT BETWEEN NABORS INDUSTRIES LTD. AND COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent (April 4th, 2013)

THIS AMENDMENT TO THE RIGHTS AGREEMENT (this Amendment) is made as of this 4th day of April, 2013, by and between Nabors Industries Ltd., a Bermuda exempted company (the Company), and Computershare Trust Company, N.A., as Rights Agent (the Rights Agent). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Rights Agreement (as defined below).

Fourth Amendment to the Rights Agreement (August 22nd, 2012)

This FOURTH AMENDMENT TO THE RIGHTS AGREEMENT (this "Amendment") is made and entered into as of August 22, 2012, between Sunrise Senior Living, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company, LLC, as rights agent (the "Rights Agent"). Except as otherwise provided herein, all capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed thereto in the Rights Agreement.