Agreement of Right Holders Clause Example with 11 Variations from Business Contracts

Agreement of Right Holders. Every holder of a Right, Right by accepting the same, same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 (a) prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares; 16.2 Stock; (b) after the Distribution Date, the Right Rights Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendered at the principal office or offices of ...the Rights Agent designated for such purpose, purposes, duly endorsed or accompanied by a proper instrument of transfer and with the appropriate form of certification, properly completed forms and duly executed, accompanied by a signature guarantee certificates fully executed; (c) subject to Section 6(a) and such other documentation as the Rights Agent may reasonably request; 16.3 Section 7(f) hereof, the Company and the Rights Agent may deem and treat the Person in whose name the Right a Rights Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Stock certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Rights Certificates or the associated Common Shares Stock certificate or book-entry made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent Agent, subject to the last sentence of Section 7(e) hereof, shall be required to be affected by any notice to the contrary; and 16.4 (d) notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall have any liability to any holder of a Right or other Person as a result of the its inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or 18. Table of Contents administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority authority, prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other securities of obligation; provided, however, the Company that may at must use commercially reasonable efforts to have any time be issuable on the exercise such order, decree, judgment or exchange of the Rights represented thereby, nor shall anything contained herein ruling lifted or in any Right Certificate be construed to confer upon the holder of any Right Certificate, otherwise overturned as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except soon as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. possible. View More

Agreement of Right Holders. Every holder of a Right, Right by accepting the same, same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior (a) Prior to the Distribution Date, the Rights will be are transferable only in connection with the transfer of the Common Shares; 16.2 after Shares or Warrants, as applicable; 32 (b) After the Distribution Date, the Right Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendere...d at the office or offices of the Rights Agent designated for such purpose, duly endorsed or accompanied by a proper instrument of transfer transfer, and with the appropriate form of certification, properly forms and certificates fully completed and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the (c) The Company and the Rights Agent may deem and treat the Person person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Share or Warrant) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates Certificate or the associated Common Shares Share certificate or book-entry Warrant certificate, as applicable, if any, made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall will be affected by any notice to the contrary; (d) Such holder expressly waives any right to receive any fractional Rights and 16.4 notwithstanding any fractional securities upon exercise or exchange of a Right, except as otherwise provided in Section 14. (e) Notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall will have any liability to any holder of a Right or other Person as a result of the its inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority authority, prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other securities of obligation; provided, however, that the Company that may at will use its best efforts to have any time be issuable on the exercise such order, decree, judgment or exchange of the Rights represented thereby, nor shall anything contained herein ruling lifted or in any Right Certificate be construed to confer upon the holder of any Right Certificate, otherwise overturned as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except soon as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. possible. View More

Agreement of Right Holders. Every holder of a Right, Right by accepting the same, same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior (a) Prior to the Distribution Date, the Rights will be are transferable only in connection with the transfer of the Common Shares; 16.2 (b) On or after the Distribution Date, the Right Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendered at the office or offices of the Righ...ts Agent designated for such purpose, duly endorsed or accompanied by a proper instrument of transfer with the appropriate form of certification, properly completed and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the transfer; (c) The Company and the Rights Agent may deem and treat the Person person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Share certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates Certificate or the associated Common Shares Share certificate or book-entry made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall will be affected by any notice to the contrary; and 16.4 notwithstanding anything in this Agreement 28 (d) Such holder expressly waives any right to the contrary, neither the Company nor the receive any fractional Rights Agent shall have and any liability to any holder of a Right or other Person as a result of the inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other fractional securities of the Company that may at any time be issuable on the upon exercise or exchange of the Rights represented thereby, nor shall anything contained herein or in any Right Certificate be construed to confer upon the holder of any Right Certificate, a Right, except as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except as otherwise provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. 14. View More

Agreement of Right Holders. Every holder of a Right, Right by accepting the same, same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior (a) Prior to the Distribution Date, the Rights will be are transferable only in connection with the transfer of the Common Shares; 16.2 after (b) After the Distribution Date, the Right Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendered at the office or offices of the Righ...ts Agent designated for such purpose, duly endorsed or accompanied by a proper instrument of transfer transfer, and with the appropriate form of certification, properly forms and certificates fully completed and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the executed; (c) The Company and the Rights Agent may deem and treat the Person person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Share) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates Certificate or the associated Common Shares certificate or book-entry Share certificate, if any, made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall will be affected by any notice to the contrary; 27 (d) Such holder expressly waives any right to receive any fractional Rights and 16.4 notwithstanding any fractional securities upon exercise or exchange of a Right, except as otherwise provided in Section 14. (e) Notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall will have any liability to any holder of a Right or other Person as a result of the its inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment decree or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority authority, prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other securities of obligation; provided, however, that the Company that may at will use its best efforts to have any time be issuable on the exercise such order, decree or exchange of the Rights represented thereby, nor shall anything contained herein ruling lifted or in any Right Certificate be construed to confer upon the holder of any Right Certificate, otherwise overturned as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except soon as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. possible. View More

Agreement of Right Holders. Every holder of a Right, by accepting the same, consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares; 16.2 after the Distribution Date, the Right Certificates are transferable only on the registry books maintained by the Rights Agent if surrendered at the office or offices of the Rights Agent designated for such purpose, ...duly endorsed or accompanied by a proper instrument of transfer with the appropriate a completed form of certification, properly completed certification; and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the Company and the Rights Agent may deem and treat the Person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates Certificate or the associated Common Shares certificate or book-entry made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall be affected by any notice to the contrary; and 16.4 notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall have any liability to any holder of a Right or other Person as a result of the inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other securities of the Company that may at any time be issuable on the exercise or exchange of the Rights represented thereby, nor shall anything contained herein or in any Right Certificate be construed to confer upon the holder of any Right Certificate, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. contrary. View More

Agreement of Right Holders. Every holder of a Right, by accepting the same, consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares; 16.2 after the Distribution Date, the Right Certificates Rights are transferable only on the registry books maintained by the Rights Agent if the Rights Certificate representing the Rights is surrendered at the office or ...offices of the Rights Agent designated for such purpose, purpose accompanied by a Signature Guarantee, duly endorsed or accompanied by a proper instrument of transfer with the appropriate form of certification, properly completed transfer; and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the Company and the Rights Agent may deem and treat the Person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares Stock certificate or, or Book Entry shares in the case respect of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Stock) is registered as the absolute owner thereof and of the Rights evidenced represented thereby (notwithstanding any notations of ownership or writing on the Right Certificates or the associated Common Shares Stock certificate (or Ownership Statements or book-entry notices provided to holders of Book Entry Common Shares) made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent Agent, subject to Section 7.5 hereof, shall be affected by any notice to the contrary; and contrary. 27 16.4 notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall have any liability to any holder of a Right or other Person as a result of the inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other securities of an obligation; provided, however, that the Company that may at must use its best efforts to have any time be issuable on the exercise order, decree, judgment or exchange of the Rights represented thereby, nor shall anything contained herein ruling lifted or in any Right Certificate be construed to confer upon the holder of any Right Certificate, otherwise overturned as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except soon as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. practicable. View More

Agreement of Right Holders. Every holder of a Right, by accepting the same, consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 (a) prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares; 16.2 (b) after the Distribution Date, the Right Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendered at the principal office or offices of the Rights Agent designat...ed for such purpose, Agent, duly endorsed or accompanied by a proper instrument of transfer with the appropriate form of certification, properly completed and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 transfer; (c) the Company and the Rights Agent may deem and treat the Person person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates or the associated Common Shares certificate or book-entry made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall be affected by any notice to the contrary; and 16.4 (d) notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall have any liability to any holder of a Right or other Person as a result of the its inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment decree or ruling issued by a court of or competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority authority, prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Common Shares or any other securities of obligation; provided, however, the Company that may at must use its best efforts to have any time be issuable on the exercise such order, decree or exchange of the Rights represented thereby, nor shall anything contained herein ruling lifted or in any Right Certificate be construed to confer upon the holder of any Right Certificate, otherwise overturned as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except soon as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. possible. View More

Agreement of Right Holders. Every holder of a Right, Right by accepting the same, same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 (a) prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the Common Shares; 16.2 Stock; (b) from and after the Distribution Date, the Right Rights Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendered at the office or offices of t...he Rights Agent designated for such purpose, duly endorsed or accompanied by a proper instrument of transfer with the appropriate a form of certification, properly completed assignment and certificate set forth on the reverse side thereof duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 (c) subject to Sections 6.1 and 7.6 hereof, the Company and the Rights Agent may deem and treat the Person person in whose name the Right a Rights Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Stock certificate) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates or Rights Certificate or, prior to the Distribution Date, the associated Common Shares certificate or book-entry Stock certificate, made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall be affected by any notice to the contrary; and 16.4 (d) notwithstanding anything in this Agreement Plan to the contrary, neither the Company nor the Rights Agent shall have any liability to any holder of a Right or other Person as a result of the its inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement Plan by reason of any preliminary or permanent injunction or other order, decree, judgment decree or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority prohibiting or otherwise restraining performance of such obligation. 17. Right Certificate obligation; provided, however, the Company agrees to use its best efforts to have any such order, decree or ruling lifted or otherwise overturned as soon as possible. A-28 16. Rights Holder Not Deemed a Stockholder. No holder, as such, of any Right Rights Certificate shall be entitled to vote or vote, receive dividends, or otherwise be deemed for any purpose the holder of the Common Shares or any other securities of the Company that which may at any time be issuable on the exercise or exchange of the Rights represented thereby, nor shall anything contained herein or in any Right Rights Certificate be construed to confer upon the holder of any Right Rights Certificate, as such, any of the rights of a stockholder of the Company or any right to vote for in the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action, action by the Company, or to receive notice of meetings or other actions affecting stockholders (except as provided in Section 25), 24 hereof), or to receive dividends or subscription preemptive rights, or otherwise, until the Rights evidenced by such Right Certificate shall have been exercised or exchanged time specified in accordance with the provisions Section 10 hereof. View More

Agreement of Right Holders. Every holder of a Right, Right by accepting the same, same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior (a) Prior to the Distribution Date, the Rights will be are transferable only in connection with the transfer of the Common Shares; 16.2 after (b) After the Distribution Date, the Right Certificates are transferable only on the registry books maintained by of the Rights Agent if surrendered at the office or offices of the Righ...ts Agent designated for such purpose, duly endorsed or accompanied by a proper instrument of transfer transfer, and with the appropriate form of certification, properly forms and certificates fully completed and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the executed; (c) The Company and the Rights Agent may deem and treat the Person person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares certificate or, in the case of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) is registered as the absolute owner thereof and of the Rights evidenced thereby (notwithstanding any notations of ownership or writing on the Right Certificates Certificate or the associated Common Shares certificate or book-entry Shares, if any, made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent shall will be affected by any notice to the contrary; (d) Such holder expressly waives any right to receive any fractional Rights and 16.4 notwithstanding any fractional securities upon the exercise or exchange of a Right, except as otherwise provided in Section 14. (e) Notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall will have any liability to any holder of a Right or other Person as a result of the its inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment decree or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or an administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority authority, prohibiting or otherwise restraining performance of such obligation. obligation; provided, however, that the Company will use its best efforts to have any such order, decree or ruling lifted or otherwise overturned as soon as possible. 27 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall will be entitled to vote or vote, receive dividends, or be deemed for any purpose the holder of the Common Preferred Shares or any other securities of the Company that Company, which may at any time be issuable on upon the exercise or exchange of the Rights represented thereby, nor shall will anything contained herein or in any Right Certificate be construed to confer upon the holder of any Right Certificate, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action, or to receive notice of meetings or other actions affecting stockholders (except as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Right or Rights evidenced by such Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. of this Agreement or exchanged pursuant to the provisions of Section 24. View More

Agreement of Right Holders. Every holder of a Right, by accepting the same, consents and agrees with the Company and the Rights Agent and with every other holder of a Right that: 16.1 prior to the Distribution Date, the Rights will be transferable only in connection with the transfer of the shares of Common Shares; Stock; 16.2 after the Distribution Date, the Right Certificates Rights are transferable only on the registry books maintained by the Rights Agent if the Rights Certificate representing the Rights is surrendered ...at the office or offices of the Rights Agent designated for such purpose, purpose accompanied by a Signature Guarantee, duly endorsed or accompanied by a proper instrument of transfer with the appropriate form of certification, properly completed transfer; and duly executed, accompanied by a signature guarantee and such other documentation as the Rights Agent may reasonably request; 16.3 the Company and the Rights Agent may deem and treat the Person in whose name the Right Certificate (or, prior to the Distribution Date, the associated Common Shares Stock certificate or, or Book Entry shares in the case respect of uncertificated Common Shares, by the book-entry that evidences record ownership of such Common Shares) Stock) is registered as the absolute owner thereof and of the Rights evidenced represented thereby (notwithstanding any notations of ownership or writing on the Right Certificates or the associated Common Shares Stock certificate (or Ownership Statements or book-entry notices provided to holders of Book Entry shares of Common Stock) made by anyone other than the Company or the Rights Agent) for all purposes whatsoever, and neither the Company nor the Rights Agent Agent, subject to Section 7.5 hereof, shall be affected by any notice to the contrary; and contrary. 16.4 notwithstanding anything in this Agreement to the contrary, neither the Company nor the Rights Agent shall have any liability to any holder of a Right or other Person as a result of the inability of the Company or the Rights Agent to perform any of its or their obligations under this Agreement by reason of any preliminary or permanent injunction or other order, decree, judgment or ruling issued by a court of competent jurisdiction or by a governmental, regulatory or administrative agency or commission, or any statute, rule, regulation or executive order promulgated or enacted by any governmental authority prohibiting or otherwise restraining performance of such obligation. an obligation; provided, however, that the Company must use its best efforts to have any order, decree, judgment or ruling lifted or otherwise overturned as soon as practicable. 29 17. Right Certificate Holder Not Deemed a Stockholder. No holder, as such, of any Right Certificate shall be entitled to vote or receive dividends, or be deemed for any purpose the holder of the Preferred Stock, Common Shares Stock or any other securities of the Company that may at any time be issuable on the exercise or exchange of the Rights represented thereby, nor shall anything contained herein or in any Right Certificate be construed to confer upon the holder of any Right Certificate, Right, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, to give or withhold consent to any corporate action, to receive notice of meetings or other actions affecting stockholders (except as provided in Section 25), or to receive dividends or subscription rights, or otherwise, until the Rights evidenced represented by such the Right Certificate shall have been exercised or exchanged in accordance with the provisions hereof. View More