Common use of FORM OF REVERSE SIDE OF RIGHTS CERTIFICATE -- CONTINUED Clause in Contracts

FORM OF REVERSE SIDE OF RIGHTS CERTIFICATE -- CONTINUED. NOTICE ------ The signature in the foregoing Forms of Assignment and Election must conform to the name as written upon the face of this Rights Certificate in every particular, without alteration or enlargement or any change whatsoever. EXHIBIT C --------- PROPOSED STOCKHOLDER RIGHTS PLAN THE NORTH FACE, INC. SUMMARY OF RIGHTS DISTRIBUTION AND The Board of Directors has declared a dividend of one TRANSFER OF RIGHTS; Right for each share of The North Face, Inc. Common RIGHTS CERTIFICATE: Stock outstanding. Prior to the Distribution Date referred to below, the Rights will be evidenced by and trade with the certificates for the Common Stock. After the Distribution Date, The North Face, Inc. (the "COMPANY") will mail Rights certificates to the Company's stockholders and the Rights will become transferable apart from the Common Stock.