Common use of Appointment of the Seller Representative Clause in Contracts

Appointment of the Seller Representative. (a) Each Seller hereby irrevocably appoints and authorizes GreyLion Seller as the “Seller Representative” and, in such capacity, such Seller’s exclusive and lawful agent and attorney-in-fact to take such action as agent and attorney-in-fact on its, her or his behalf and to exercise such powers under this Agreement and any Ancillary Agreements which require any form of Seller approval or consent, together with all such powers as are reasonably incidental thereto. The Seller Representative may perform its duties as such through sub-agents and attorneys-in-fact and shall have no liability for any acts or omissions of any such sub-agent or attorney if selected by it with reasonable care. Each Seller hereby agrees that Buyer shall be entitled to deal exclusively with the Seller Representative on behalf of any and all Sellers with respect to all matters relating to this Agreement and the Ancillary Agreements, and shall be entitled to rely conclusively (without further evidence of any kind whatsoever) on any document executed or purported to be executed on behalf of any Seller by the Seller Representative, and on any other action taken or purported to be taken on behalf of any Seller by the Seller Representative, as fully binding upon such Seller.

Appointment of the Seller Representative. (a) Each Seller hereby Party, except for the Trust (the “Seller Rep Parties” and, each, a “Seller Rep Party”), irrevocably appoints and authorizes GreyLion Seller Xxxxxxx Xxxxxxx, Xx. as the “Seller Representative” and, and in such capacitycapacity as its, such Seller’s exclusive and lawful her or his agent and attorney-in-fact to take such action as the exclusive agent and attorney-in-fact on its, her or his behalf (for the avoidance of doubt, on behalf of all Seller Rep Parties) and to exercise such powers under this Agreement and any Ancillary Agreements Transaction Document which require any form of Seller approval or consentconsent of any Seller Rep Party, together with all such powers as are reasonably incidental theretothereto (it being understood that no Seller Rep Party will have any right to act individually hereunder). The Seller Representative may perform its duties as such through sub-agents and attorneys-in-fact and shall have no liability for any acts or omissions of any such sub-agent or attorney if selected by it with reasonable care. Each Seller hereby agrees that Buyer and its Affiliates shall be entitled to deal exclusively with the Seller Representative on behalf of any and all Sellers Seller Rep Parties with respect to all matters relating to this Agreement and the Ancillary AgreementsTransaction Documents, and shall be entitled to rely conclusively (without further evidence of any kind whatsoever) on any document executed or purported to be executed on behalf of any Seller Rep Party by the Seller Representative, and on any other action taken or omitted or purported to be taken or omitted on behalf of any Seller Rep Party by the Seller Representative, as fully binding upon such SellerSeller Rep Party, and Buyer and its Affiliates shall have no liability as a result of any such reliance.

Appointment of the Seller Representative. (a) Each Seller hereby irrevocably appoints and authorizes GreyLion Seller BAS Buyer, LLC, a Delaware limited liability company as the “Seller Representative” and, and in such capacity, such Seller’s exclusive and lawful capacity as its agent and attorney-in-fact to take such action as agent and attorney-in-fact on its, her its or his behalf and to exercise such powers under this Agreement and any Ancillary Agreements which require any form of Seller approval or consent, together with all such powers as are reasonably incidental thereto. The Seller Representative may perform its duties as such through sub-agents and attorneys-in-fact and shall have no liability for any acts or omissions of any such sub-agent or attorney if selected by it with reasonable care. Each Seller hereby agrees that Buyer shall be entitled to deal exclusively with the Seller Representative on behalf of any and all Sellers with respect to all matters relating to this Agreement and the Ancillary Agreements, and shall be entitled to rely conclusively (without further evidence of any kind whatsoever) on any document executed or purported to be executed on behalf of any Seller by the Seller Representative, and on any other action taken or purported to be taken on behalf of any Seller by the Seller Representative, as fully binding upon such Seller.

Appointment of the Seller Representative. (a) Each Seller hereby Company Securityholder irrevocably appoints and authorizes GreyLion Seller Hammond, Kennedy, Whitney & Company, Inc., a New York corporation, as the “Seller Representative” and, and in such capacity, such Seller’s exclusive and lawful capacity as its agent and attorney-in-fact to take such action as agent and attorney-in-fact on its, her its or his behalf and to exercise such powers under this Agreement and any Ancillary Related Agreements which that require any form of Seller any Company Securityholder approval or consent, together with all such powers as are reasonably incidental thereto. The Seller Representative may perform its duties as such through sub-agents and attorneys-in-fact and shall have no liability for any acts or omissions of any such sub-agent or attorney if selected by it with reasonable care. Each Seller hereby agrees that Buyer shall be entitled to deal exclusively with the Seller Representative on behalf of any and all Sellers Company Securityholders with respect to all matters relating to this Agreement Agreement, the Related Agreements and the Ancillary Agreementstransactions contemplated hereby and thereby, and shall be entitled to rely conclusively (without further evidence of any kind whatsoever) on any document executed or purported to be executed on behalf of any Seller Company Securityholder by the Seller Representative, and on any other action taken or purported to be taken on behalf of any Seller Company Securityholder by the Seller Representative, as fully binding upon such SellerCompany Securityholder. Hammond, Kennedy, Whitney & Company, Inc. hereby accepts its appointment as the Seller Representative.

Appointment of the Seller Representative. (a) Each Seller hereby Selling Party irrevocably appoints and authorizes GreyLion Seller WT Representative LLC, as the “Seller Representative” and, and in such capacity, such Seller’s exclusive and lawful capacity as its agent and attorney-in-fact to take such action as agent and attorney-in-fact on its, her or his behalf and any successors or assignees and to exercise such powers under this Agreement and any Ancillary Agreements which require any form of Seller approval or consentconsent of any Selling Party, together with all such powers as are reasonably incidental thereto. The Seller Representative may perform its duties as such through sub-agents and attorneys-in-fact and shall have no liability to any Selling Party for any acts or omissions of any such sub-agent or attorney attorney-in-fact if selected by it with reasonable care. Each Seller hereby agrees that Buyer shall be entitled to deal exclusively with the Seller Representative on behalf of any and all Sellers Selling Parties with respect to all matters relating to this Agreement and the Ancillary Agreements, and shall be entitled to rely conclusively (without further evidence of any kind whatsoever) on any document executed or purported to be executed on behalf of any Seller Selling Party by the Seller Representative, and on any other action taken or purported to be taken on behalf of any Seller Selling Party by the Seller Representative, as fully binding upon such SellerSelling Party.