Common use of Actions of the Stockholder Representative Clause in Contracts

Actions of the Stockholder Representative. A decision, act, consent or instruction of the Stockholder Representative shall constitute a decision of all Target Holders for whom shares of Parent Common Stock otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each such Target Holder, and the Escrow Agent and Parent may rely upon any decision, act, consent or instruction of the Stockholder Representative as being the decision, act, consent or instruction of each and every such Target Holder. The Escrow Agent and Parent are hereby relieved from any liability to any Person for any acts done by them in accordance with such decision, act, consent or instruction of the Stockholder Representative.

Appears in 2 contracts

Samples: Escrow Agreement (SCG Financial Acquisition Corp.), Merger Agreement (SCG Financial Acquisition Corp.)

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Actions of the Stockholder Representative. A decision, act, consent or instruction of the Stockholder Representative shall constitute a decision of all Target Holders the stockholders for whom shares a portion of Parent Common Stock the Escrow Amount otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each of such Target Holderstockholders, and the Escrow Agent and Parent may rely upon any such decision, act, consent or instruction of the Stockholder Representative as being the decision, act, consent or instruction of each and every such Target Holderstockholder of the Company. The Escrow Agent and Parent are hereby relieved from any liability to any Person person for any acts done by them in accordance with such decision, act, consent or instruction of the Stockholder Representative.

Appears in 1 contract

Samples: Merger Agreement (Informatica Corp)

Actions of the Stockholder Representative. A decision, act, consent or instruction of the Stockholder Representative shall constitute a decision of all Target Holders Corporation Stockholders for whom shares of Parent Common Stock Escrow Shares otherwise issuable to them are deposited in the Escrow Fund into escrow and shall be final, binding and conclusive upon each such Target Holderof the Corporation Stockholders, and the Escrow Agent and Parent Purchaser may rely upon any decision, act, consent or instruction of the Stockholder Representative as being the decision, act, consent or instruction of each and every such Target Holderone of the Corporation Stockholders. The Escrow Agent and Parent Purchaser are hereby relieved from any liability to any Person person for any acts done by them in accordance with such decision, act, consent or instruction of the Stockholder Representative.

Appears in 1 contract

Samples: Merger Agreement (Workstream Inc)

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Actions of the Stockholder Representative. A decision, act, consent or instruction of the Stockholder Representative shall constitute a decision of all Target Holders the stockholders for whom shares a portion of Parent Common Stock the Escrow Amount otherwise issuable to them are deposited in the Escrow Fund and shall be final, binding and conclusive upon each of such Target Holderstockholders, and the Escrow Agent and Parent may rely upon any such decision, act, consent or instruction of the Stockholder Representative as being the decision, act, consent or instruction of each and every such Target Holderstockholder of the Company. The Escrow Agent and Parent are hereby relieved from any liability to any Person person for any acts done by them in accordance with such decision, act, consent or instruction of the Stockholder Representative.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Edwards J D & Co)

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