Common use of Destroyed, Lost or Stolen Right Certificates Clause in Contracts

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d) and 14 hereof, at any time after the Close of Business on the Distribution Date and prior to the Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths of a Preferred Share (or other securities, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfer, split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purpose. Thereupon or as promptly as practicable thereafter, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Netbank Inc), Rights Agreement (Hughes Supply Inc)

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Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(dSection 7(e), 7(f) and 14 hereof14, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights Certificate, may be transferred, (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares of a Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Corporation and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposetherefor. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver to the Person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company Corporation may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Cosi Inc), Rights Agreement (Cosi Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d4(b), 7(f) and 14 14(b) hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, (i) transferred or (ii) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths Units of a Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office Corporate Agency Service Center of the Rights Agent designated for such purposeAgent. Thereupon or as promptly as practicable thereafter, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Adobe Systems Inc), Rights Agreement (Adobe Systems Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(dSection 11(a)(ii) and 14 the other provisions hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, transferred or split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares of a Preferred Share (or other securities, as the case may be) Common Stock as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposeAgent. Thereupon or as promptly as practicable thereafterthe Rights Agent, subject to the provisions of Sections 7(dSection 11(a)(ii) and 14 the other provisions hereof, the Company shall prepare, execute countersign (by manual signature) and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver Person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Billserv Com Inc), Rights Agreement (Compumed Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d4(b), 7(f) and 14 14(b) hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, (i) transferred or (ii) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths Units of a Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for such purposes with the form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney, duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposeAgent. Thereupon or as promptly as practicable thereafter, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign (by manual signature) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Adobe Systems Inc), Rights Agreement (Adobe Systems Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d) 7(e), 7(f), 14 and 14 24 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, transferred or split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths hundredths of a share of Preferred Share Stock (or, following a Triggering Event, Common Stock, other securities, cash or other securitiesassets, as the case may be) as the Right Certificate or Right Rights Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent with the certificate and form of assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, Agent and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent. Thereupon, the Rights Agent designated for such purpose. Thereupon or as promptly as practicable thereaftershall, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute countersign and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 2 contracts

Samples: Rights Agreement (Consolidated Graphics Inc /Tx/), Rights Agreement (Consolidated Graphics Inc /Tx/)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d7(e), 11(a) (ii) and 14 hereof, at any time after the Close close of Business business on the Distribution Date Date, and prior to the close of business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates (other than Right Certificates representing exercisable Rights that have become null and void pursuant to Section 11(a) (ii) hereof or that have been exchanged pursuant to Section 24 hereof) may be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths hundredths of a share of Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfer, split up, combine or exchange any such Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office or agency of the Rights Agent designated for such purpose. Thereupon or as promptly as practicable thereafter, subject to The Right Certificates are transferable only on the provisions registry books of Sections 7(d) and 14 hereof, the Rights Agent. Neither the Rights Agent nor the Company shall prepare, execute and deliver be obligated to take any action whatsoever with respect to the Rights Agent, and the Rights Agent shall countersign and deliver a transfer of any such surrendered Right Certificate or Certificates until the registered holder thereof shall have (i) completed and signed the certificate contained in the form of assignment set forth on the reverse side of each such Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.Certificate,

Appears in 1 contract

Samples: Rights Agreement (Cai Wireless Systems Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d) 4(b), 7(e), 14 and 14 24 hereof, at any time after the Close close of Business business on the Distribution Date Date, and at or prior to the close of business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, split updivided, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths of Preferred Shares (or, following a Preferred Share (Triggering Event, Common Shares or other securitiessecurities or property, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfer, split updivide, combine or exchange any such Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split updivided, combined or exchanged at the principal office of the Rights Agent designated for such purpose. Neither the Rights Agent nor the Company shall be obligated to take any action whatsoever with respect to the transfer of any such surrendered Right Certificate until the registered holder has completed and signed the certificate contained in the form of assignment on the reverse side of such Right Certificate and the Company has been provided with such additional evidence of the identity of the Beneficial Owner (or former Beneficial Owner) or Affiliates or Associates thereof as the Company reasonably requests. Thereupon or as promptly as practicable thereafterthe Rights Agent shall, subject to the provisions of Sections 7(d) 4 and 14 7 hereof, the Company shall prepare, execute countersign and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split updivision, combination or exchange of Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Urban Shopping Centers Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d) and Section 14 hereof, at any time after the Close of Business on the Distribution Date and at or prior to the Close of Business on the earlier of the Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, (a) transferred or (b) split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths of a share of Preferred Share Stock (or, following a Triggering Event, Common Stock or other securities, cash or other assets, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent with the form of assignment on the reverse side thereof (or enclose with such Right Certificate a written instrument of transfer in a form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposeAgent. Thereupon or as promptly as practicable thereafter, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign (which countersignature may be a facsimile) and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Americhoice Corp)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d7(e), 7(f) and 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be (i) transferred, or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares of a Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposetherefor. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Cutter & Buck Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(dSection 4(b), Section 7(e) and 14 hereofSection 14, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Redemption Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths hundredths of a Preferred Share (or, following a Triggering Event, Common Shares, other securities, cash or other securitiesassets, as the case may be) as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfer, split up, combine or exchange any such Right Certificate or Right Certificates shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposeAgent. Thereupon or as promptly as practicable thereafterthe Rights Agent shall, subject to the provisions of Sections 7(d) Section 4(b), Section 7(e), Section 14 and 14 hereofSection 24, the Company shall prepare, execute countersign and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver Person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Rainforest Cafe Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(dSection 7(e), 7(f) and 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights Certificate, may be transferred, (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares of a Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclose with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposetherefor. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates. The Rights Agent shall have no duty or obligation under this Section 6(a) unless and until it is satisfied that all such taxes and/or charges have been paid.

Appears in 1 contract

Samples: Stage Stores Inc

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Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 6(c), 7(d) and 14 hereof, at any time after the Close of Business on the Distribution Date and prior to the Expiration Date, and so long as the Rights represented thereby remain outstanding, any Right Certificate one or more Right Certificates representing exercisable Rights may be transferred, split split-up, combined or exchanged for another one or more Right Certificate or Right Certificates, entitling Certificates representing the registered holder to purchase a like same aggregate number of one one-thousandths of a Preferred Share (or other securities, as the case may be) Rights as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchasesurrendered. Any registered holder desiring to transfer, split up, combine or exchange any such one or more Right Certificate Certificates shall make deliver such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposepurpose with the form of assignment, including certificate, on the reverse side thereof completed and duly executed, with signature guaranteed. Thereupon or as promptly as practicable thereafter, subject to Neither the provisions of Sections 7(d) and 14 hereof, Rights Agent nor the Company shall prepare, execute and deliver be obligated to take any action whatsoever with respect to the Rights Agenttransfer of any such surrendered Right Certificate until the registered holder shall have properly completed and signed the certificate contained in the form of assignment on the reverse side of such Right Certificate. Thereupon, and the Rights Agent shall countersign and deliver a Right Certificate to the Person entitled thereto one or more Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates. The Rights Agent shall have no duty or obligation under this Section 6 or any other similar provision of this Agreement unless and until it is reasonably satisfied that all such taxes and/or governmental charges have been paid in full.

Appears in 1 contract

Samples: Rights Agreement (Compex Technologies Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections SECTIONS 6(c), 7(d) and 14 hereof, at any time after the Close of Business on the Distribution Date and prior to the Expiration Date, and so long as the Rights represented thereby remain outstanding, any Right Certificate one or more Right Certificates representing exercisable Rights may be transferred, split split-up, combined or exchanged for another one or more Right Certificate or Right Certificates, entitling Certificates representing the registered holder to purchase a like same aggregate number of one one-thousandths of a Preferred Share (or other securities, as the case may be) Rights as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchasesurrendered. Any registered holder desiring to transfer, split up, combine or exchange any such one or more Right Certificate Certificates shall make deliver such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposepurpose with the form of assignment, including certificate, on the reverse side thereof completed and duly executed, with signature guaranteed. Thereupon or as promptly as practicable thereafter, subject to Neither the provisions of Sections 7(d) and 14 hereof, Rights Agent nor the Company shall prepare, execute and deliver be obligated to take any action whatsoever with respect to the transfer of any such surrendered Rights AgentCertificate until the registered holder shall have properly completed and signed the certificate contained in the form of assignment on the reverse side of such Rights Certificate. Thereupon, and the Rights Agent shall countersign and deliver a Right Certificate to the Person entitled thereto one or more Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates. The Rights Agent shall have no duty or obligation under this SECTION 6 or any other similar provision of this Agreement unless and until it is reasonably satisfied that all such taxes and/or governmental charges have been paid in full.

Appears in 1 contract

Samples: Rights Agreement (Coastcast Corp)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d7(e), 7(f) and 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, or split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares of a Preferred Share (or other securities, as the case may be) Stock as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for that purpose with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclosed with such Right Certificate a written instrument of transfer in a form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposetherefor. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any transfer tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Datakey Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d4(b), 7(e) and 14 hereof, at any time after the Close close of Business business on the Distribution Date Date, and at or prior to the Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, split up, combined or exchanged for another Right Certificate or Right Certificates, Certificates entitling the registered holder to purchase a like number of one one-thousandths hundredths of a Preferred Share (or or, following a Common Share Event, Common Shares and/or such other securities, cash or other property as shall be issuable in respect of the case may be) Rights in accordance with the terms of this Agreement (such other securities, cash or other property being referred to herein as "Other Consideration")), as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfer, split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged with the form of assignment and certificate appropriately completed and executed, at the principal office of the Rights Agent designated for such purpose. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d4(b) and 14 7(e) hereof, the Company Corporation shall prepare, execute and the Rights Agent countersign and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company Corporation may require payment by the holders of Rights of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right CertificatesCertificates which the Corporation is not required to pay in accordance with Section 9(d) hereof.

Appears in 1 contract

Samples: Rights Agreement (Hre Properties Inc)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(dSection 7(e), 7(f) and 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights Certificate, may be transferred, (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares of a Preferred Share (or other securities, as the case may be) Common Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the office of the Rights Agent designated for the surrender of Right Certificates with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposetherefor. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Commodore Holdings LTD)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 6(c), 7(d) and 14 hereof, at any time after the Close of Business on the Distribution Date and prior to the Expiration Date, and so long as the Rights represented thereby remain outstanding, any Right Certificate one or more Right Certificates representing exercisable Rights may be transferred, split split-up, combined or exchanged for another one or more Right Certificate or Right Certificates, entitling Certificates representing the registered holder to purchase a like same aggregate number of one one-thousandths of a Preferred Share (or other securities, as the case may be) Rights as the Right Certificate or Right Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchasesurrendered. Any registered holder desiring to transfer, split up, combine or exchange any such one or more Right Certificate Certificates shall make deliver such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposepurpose with the form of assignment, including certificate, on the reverse side thereof completed and duly executed, with signature guaranteed. Thereupon or as promptly as practicable thereafter, subject to Neither the provisions of Sections 7(d) and 14 hereof, Rights Agent nor the Company shall prepare, execute and deliver be obligated to take any action whatsoever with respect to the transfer of any such surrendered Rights AgentCertificate until the registered holder shall have properly completed and signed the certificate contained in the form of assignment on the reverse side of such Rights Certificate. Thereupon, and the Rights Agent shall countersign and deliver a Right Certificate to the Person entitled thereto one or more Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer, split up, combination or exchange of Right Certificates. The Rights Agent shall have no duty or obligation under this Section 6 or any other similar provision of this Agreement unless and until it is reasonably satisfied that all such taxes and/or governmental charges have been paid in full.

Appears in 1 contract

Samples: Rights Agreement (SoftBrands, Inc.)

Destroyed, Lost or Stolen Right Certificates. (a) Subject to the provisions of Sections 7(d7(e), 7(f) and 14 hereof, at any time after the Close of Business on the Distribution Date Date, and at or prior to the Close of Business on the earlier of the Expiration Date or the Final Expiration Date, any Right Certificate or Right Certificates representing exercisable Rights may be transferred, (i) transferred or (ii) split up, combined or exchanged for another Right Certificate one or more other Right Certificates, entitling the registered holder to purchase a like number of one one-thousandths shares (or fraction of a Preferred Share (or other securities, as the case may beshare) of Common Stock as the Right Certificate or Right Rights Certificates surrendered then entitled such holder (or former holder in the case of a transfer) to purchasepur chase. Any registered holder desiring to transfertransfer any Right Certificate shall surrender the Right Certificate at the principal office of the Rights Agent with the form of certificate and assignment on the reverse side thereof duly endorsed (or enclosed with such Right Certificate a written instrument of transfer in form satisfactory to the Company and the Rights Agent), duly executed by the registered holder thereof or his attorney duly authorized in writing, and with such signature duly guaranteed. Any registered holder desiring to split up, combine or exchange any such Right Certificate shall make such request in writing delivered to the Rights Agent, and shall surrender the Right Certificate or Right Certificates to be transferred, split up, combined or exchanged at the principal office of the Rights Agent designated for such purposeAgent. Thereupon or as promptly as practicable thereafterThereupon, subject to the provisions of Sections 7(d) and 14 hereof, the Company shall prepare, execute and deliver to the Rights Agent, and the Rights Agent shall countersign and deliver to the person entitled thereto a Right Certificate or Right Certificates, as the case may be, as so requested. The Company may require payment of a sum sufficient to cover any tax or governmental charge Transfer Tax that may be imposed in connection with any transfer, split up, combination or exchange of any Right Certificates.

Appears in 1 contract

Samples: Rights Agreement (Ivax Corp /De)

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