Common use of RIGHTS CERTIFICATE Clause in Contracts

RIGHTS CERTIFICATE. X. XXXXXXXX, INC. This certifies that __________, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of January 26, 2006 (the "Rights Agreement"), between X. Xxxxxxxx, Inc., a Delaware corporation (the "Company"), and National City Bank, a national banking association (the "Rights Agent"), to purchase from the Company at any time prior to 5:00 P.M. (New York City time) on February 9, 2012, at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one one-thousandth of a fully paid, non-assessable share of Series A Junior Participating Special Stock (the "Special Stock") of the Company, at a purchase price of $85.00 per one one-thousandth of a share (the "Purchase Price"), upon presentation and surrender of this Rights Certificate with the Form of Election to Purchase and related Certificate duly executed. The number of Rights evidenced by this Rights Certificate (and the number of shares which may be purchased upon exercise thereof) set forth above, and the Purchase Price per share set forth above, are the number and Purchase Price as of January 26, 2006 based on the Special Stock as constituted at such date. The Company reserves the right to require prior to the occurrence of a Triggering Event (as such term is defined in the Rights Agreement) that a number of Rights be exercised so that only whole shares of Special Stock will be issued.

RIGHTS CERTIFICATE. X. XXXXXXXX, INC. CERNER CORPORATION This certifies that ____________________, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of January 26November 21, 2006 1996 (the "Rights Agreement"), between X. Xxxxxxxx, Inc.Cerner Corporation, a Delaware corporation (the "Company"), and National City UMB Bank, n.a., a national banking association (the "Rights Agent"), to purchase from the Company at any time after the Distribution Date (as such term is defined in the Rights Agreement) and at any time prior to 5:00 P.M. p.m. (New York City time) on February 9November 21, 2012, 2006 at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one one-thousandth of a fully paid, non-assessable nonassessable share of Series A Junior Participating Special Preferred Stock (the "Special Preferred Stock") of the Company, at a purchase price of $85.00 ___ per one one-thousandth of a share (the "Purchase Price"), upon presentation and surrender of this Rights Certificate with the Form of Election to Purchase and related Certificate Certification duly executed. The number of Rights evidenced by this Rights Certificate (and the number of shares one one-thousandths of a share of Preferred Stock which may be purchased upon exercise thereof) set forth above, and the Purchase Price per share set forth above, are the number and Purchase Price as of January 26November 21, 2006 1996, based on the Special Preferred Stock as constituted at such date. The As provided in the Rights Agreement, the Purchase Price and the number and kind of shares of Preferred Stock or other securities of the Company reserves or any other Person (as such term is defined in the right Rights Agreement), which may be purchased upon the exercise of the Rights evidenced by this Rights Certificate are subject to require prior to modification and adjustment upon the occurrence happening of certain events including a Triggering Event (as such term is defined in the Rights Agreement) that a number of Rights be exercised so that only whole shares of Special Stock will be issued).

RIGHTS CERTIFICATE. X. XXXXXXXX, INC. eLoyalty Corporation This certifies that _______________, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of January 26[ ], 2006 as the same may be amended from time to time (the "Rights Agreement"), between X. Xxxxxxxx, Inc.eLoyalty Corporation, a Delaware corporation (the "Company"), and National City BankChaseMellon Shareholder Services, L.L.C., a national banking association New Jersey limited liability company (the "Rights Agent"), to purchase from the Company at any time prior to 5:00 P.M. (New York City Chicago time) on February 9, 2012, [ ] at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one one-thousandth hundredth of a fully paid, non-assessable nonassessable share of Series A Junior Participating Special Stock Preferred Stock, par value $.01 per share (the "Special Preferred Stock") ), of the Company, at a purchase price of $85.00 [ ] per one one-thousandth hundredth of a share (the "Purchase Price"), upon presentation and surrender of this Rights Certificate with the Form of Election to Purchase and related Certificate duly executed. The number of Rights evidenced by this Rights Certificate (and the number of shares which may be purchased upon exercise thereof) set forth above, and the Purchase Price per share set forth above, are the number and Purchase Price as of January 26[ ], 2006 based on the Special Preferred Stock as constituted at such date. The Company reserves the right to require prior to the occurrence of a Triggering Event (as such term is defined in the Rights Agreement) that that, upon any exercise of Rights, a number of Rights be exercised so that only whole shares of Special Preferred Stock will be issued.

RIGHTS CERTIFICATE. X. XXXXXXXXA. SCHULMAN, INC. This certifies that __________, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of January 2612, 2006 1996 (the "Rights Agreement"), between X. XxxxxxxxA. Schulman, Inc., a Delaware corporation (the "CompanyCxxxxxx"), and xnd Society National City Bank, a national banking association (the "Rights Agent"), to purchase from the Company at any time prior to 5:00 P.M. (New York City time) on February 9January 25, 2012, 2006 at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one one-thousandth of a fully paid, non-assessable share of Series A Junior Participating Special Stock (the "Special Stock") of the Company, at a purchase price of $85.00 per one one-thousandth of a share (the "Purchase Price"), upon presentation and surrender of this Rights Certificate with the Form of Election to Purchase and related Certificate duly executed. The number of Rights evidenced by this Rights Certificate (and the number of shares which may be purchased upon exercise thereof) set forth above, and the Purchase Price per share set forth above, are the number and Purchase Price as of January 2625, 2006 1996 based on the Special Stock as constituted at such date. The Company reserves the right to require prior to the occurrence of a Triggering Event (as such term is defined in the Rights Agreement) that a number of Rights be exercised so that only whole shares of Special Stock will be issued.