Common use of Acceptance of Appointment by Successor Clause in Contracts

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent.

Appears in 20 contracts

Samples: Contingent Value Rights Agreement (Miromatrix Medical Inc.), Agreement and Plan of Merger (Miromatrix Medical Inc.), Value Rights Agreement (Epizyme, Inc.)

AutoNDA by SimpleDocs

Acceptance of Appointment by Successor. Every successor Rights Agent appointed pursuant to Section 3.3(b) hereunder shall, at or prior to such appointment, will execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall will become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall will execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 19 contracts

Samples: Contingent Value Rights Agreement (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent.

Appears in 17 contracts

Samples: Contingent Value Rights Agreement (Johnson & Johnson), Agreement and Plan of Merger (Oyster Point Pharma, Inc.), Agreement and Plan of Merger (Johnson & Johnson)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, will execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall will become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall will execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 15 contracts

Samples: Contingent Value Rights Agreement (Radius Health, Inc.), Agreement and Plan of Merger (Genvec Inc), Contingent Value Rights Agreement (Daiichi Sankyo Company, LTD)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; provided that upon the request of Parent or the successor Rights Agent, the retiring such resigning or removed Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring such resigning or removed Rights Agent.

Appears in 15 contracts

Samples: Agreement and Plan of Merger (Telix Pharmaceuticals LTD), Agreement and Plan of Merger (Telix Pharmaceuticals LTD), Agreement and Plan of Merger (QSAM Biosciences, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 11 contracts

Samples: Value Rights Agreement, Contingent Value Rights Agreement (Sientra, Inc.), Contingent Value Rights Agreement (Miramar Labs, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 7 contracts

Samples: Contingent Value Rights Agreement (Ipsen, S.A.), Agreement and Plan of Merger (Albireo Pharma, Inc.), Contingent Value Rights Agreement (Alexion Pharmaceuticals, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Holdco and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent Holdco or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 5 contracts

Samples: Contingent Value Rights Agreement (Shire PLC), Contingent Value Rights Agreement (Shire PLC), Agreement and Plan of Merger (Shire PLC)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed pursuant to Section 3.3(b) hereunder shall, at or prior to such appointment, will execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall will become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall will execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (XOMA Corp), Agreement and Plan of Merger (Kinnate Biopharma Inc.), Contingent Value Rights Agreement (Concentra Merger Sub II, Inc.)

Acceptance of Appointment by Successor. Every Each successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 5 contracts

Samples: Value Rights Agreement, Contingent Value Rights Agreement (Medical Device Alliance Inc), Contingent Value Rights Agreement (Arthrocare Corp)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 4 contracts

Samples: Contingent Value Rights Agreement (Spectrum Pharmaceuticals Inc), Contingent Value Rights Agreement (Talon Therapeutics, Inc.), Contingent Value Rights Agreement (Allos Therapeutics Inc)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent the Issuer and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent the Issuer or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 4 contracts

Samples: Rights Agreement, Contingent Value Rights Agreement (Nexstar Media Group, Inc.), Agreement and Plan of Merger (Media General Inc)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to the Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of the Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Information Resources Inc), Agreement and Plan of Merger (Information Resources Inc), Contingent Value Rights Agreement (Information Resources Inc)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to the Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this CVR Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of the Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Zevra Therapeutics, Inc.), Agreement and Plan of Merger (Acer Therapeutics Inc.), Agreement and Plan of Merger (Zevra Therapeutics, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent NeoPharm and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent NeoPharm or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 3 contracts

Samples: HTM Agreement and Plan of Merger, HTM Agreement and Plan of Merger, Agreement and Plan of Merger (Insys Therapeutics, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Buyer and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; provided, that upon the request of Parent Buyer or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Pharmacopeia Inc), Contingent Value Rights Agreement (Ligand Pharmaceuticals Inc), Contingent Value Rights Agreement (Ligand Pharmaceuticals Inc)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Purchaser and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent Purchaser or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent.

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Orchard Therapeutics PLC), Transaction Agreement (Orchard Therapeutics PLC), Transaction Agreement (Amryt Pharma PLC)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, trusts powers and duties CVR Trusts of the retiring Rights Agent.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Information Resources Inc), Contingent Value Rights Agreement (Information Resources Inc)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent the Company and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent the Company or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (FS Development Holdings II, LLC), Agreement and Plan of Merger (Pardes Biosciences, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed pursuant to ‎Section 3.3(b) hereunder shall, at or prior to such appointment, will execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall will become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall will execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 2 contracts

Samples: Rights Agreement (Rain Oncology Inc.), Agreement and Plan of Merger (Rain Oncology Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On Agent hereunder; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights AgentAgent hereunder.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Shin Nippon Biomedical Laboratories, Ltd.), Contingent Value Rights Agreement (Satsuma Pharmaceuticals, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent the Company and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent the Company or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (EPIX Pharmaceuticals, Inc.), Contingent Value Rights Agreement (EPIX Pharmaceuticals, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior pursuant to such appointment, Section 3.3(b) will execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall will become vested with all the rights, powers, trusts and duties of the retiring Rights AgentAgent hereunder. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall will execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights AgentAgent hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gracell Biotechnologies Inc.), Agreement and Plan of Merger (CinCor Pharma, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Buyer and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent Buyer or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Viropharma Inc)

AutoNDA by SimpleDocs

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent.. 4. COVENANTS 4.1

Appears in 1 contract

Samples: Agreement and Plan of Merger (La Jolla Pharmaceutical Co)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Purchaser and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent Purchaser or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent, except for such rights of the retiring Rights Agent which expressly survive its termination or resignation hereunder.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Amryt Pharma PLC)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior pursuant to such appointment, Section 3.3(b) shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Icosavax, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring resigning or removed Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On Agent hereunder; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights AgentAgent hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Landos Biopharma, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; provided, that upon the request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (RestorGenex Corp)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring predecessor Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring predecessor Rights Agent. On request of Parent or the successor Rights Agent, the retiring predecessor Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring predecessor Rights Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chinook Therapeutics, Inc.)

Acceptance of Appointment by Successor. Every Each successor Rights Agent appointed hereunder shall, at or prior to such appointment, will execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall will become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall will execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Summit Financial Services Group Inc)

Acceptance of Appointment by Successor. (a) Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (NextWave Wireless Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent the Company and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent the Company or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, trusts and duties of the retiring Rights Agent, except for such rights of the retiring Rights Agent which expressly survive its termination or resignation hereunder.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Gamida Cell Ltd.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Parent, Company and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Deposit Escrow Agreement (New Frontier Media Inc)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Parent, the Shareholders’ Representative and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent Parent, the Shareholders’ Representative or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Hanmi Financial Corp)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, execute, acknowledge and deliver to Parent and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On request of Parent or the successor Rights Agent, the retiring Rights Agent shall execute and deliver an instrument transferring to the successor Rights Agent all the rights, powers, duties and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inhibrx, Inc.)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent Parent, the Stockholder Representative and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; provided, that upon the request of Parent Parent, the Stockholder Representative or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Rxi Pharmaceuticals Corp)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent the Buyer and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent the Buyer or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Echo Pharma Acquisition LTD)

Acceptance of Appointment by Successor. Every successor Rights Agent appointed hereunder shall, at or prior to such appointment, shall execute, acknowledge and deliver to Parent MidSouth and to the retiring Rights Agent an instrument accepting such appointment and a counterpart of this Agreement, and thereupon such successor Rights Agent, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Rights Agent. On ; but, on request of Parent MidSouth or the successor Rights Agent, the such retiring Rights Agent shall execute and deliver an instrument transferring to the such successor Rights Agent all the rights, powers, powers and trusts and duties of the retiring Rights Agent.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Midsouth Bancorp Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.