Second Rights definition
Examples of Second Rights in a sentence
This Agreement constitutes the entire agreement of the parties concerning the subject matter hereof and supersedes the Second Rights Agreement and the registration rights previously granted by the Company to the Pharos Investors and the USL Investors, each of which is hereby terminated as of the date of this Agreement.
If this Rights Certificate shall be exercised in part, the holder shall be entitled to receive upon surrender hereof another Rights Certificate or Rights Certificates for the number of whole Rights and/or Second Rights not exercised.
The undersigned hereby certifies that the Rights and Second Rights evidenced by this Rights Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Association thereof (as defined in the Rights Agreement).
The Company acknowledges and agrees that Parent is relying upon the Existing Registration Rights Agreement and the Second Rights Agreement as in effect on the date of the Purchase Agreement and Parent is aware that the Joan Investors have not yet signed the Second Rights Agreement.
Form of Reverse Side of Certificate -- continued The undersigned hereby certifies that the Rights and Second Rights evidenced by this Rights Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Association thereof (as defined in the Rights Agreement).
The Company also agrees that its right of priority as between itself and the applicable Investors are governed by Sections 3.5 and 4.1 of this Agreement and not by those sections of the Existing Registration Rights Agreement or the Second Rights Agreement.
In the event the certification set forth above in the Form of Assignment or the Form of Election to Purchase, as the case may be, is not completed, the Company and the Rights Agent will deem the beneficial owner of the Rights and Second Rights evidenced by this Rights Certificate to be an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement) and such Assignment or Election to Purchase will not be honored.
As provided in the Rights Agreement, the Purchase Price and the number of one one-hundredth of a Preferred Share which may be purchased upon the exercise of the Rights and/or the Second Rights evidenced by this Rights Certificate are subject to modification and adjustment upon the happening of certain events.
True and cor- rect copies of the Existing Registration Rights Agreement and the Second Rights Agreement as in effect on the date hereof have been provided to Parent.
The Company acknowledges and agrees that the Investors are relying upon the Existing Registration Rights Agreement, the Second Rights Agreement and the Textron Rights Agreement as in effect on the date hereof.