Common use of Authority After the Effective Time Clause in Contracts

Authority After the Effective Time. From and after the Effective Time, the Representative shall be authorized to: (i) take all actions required by, and exercise all rights granted to, the Representative in this Agreement and the Escrow Agreement; (ii) receive all notices or other documents given or to be given to the Representative by Parent pursuant to this Agreement and the Escrow Agreement; (iii) negotiate, undertake, compromise, defend, resolve and settle any suit, proceeding or dispute under this Agreement and the Escrow Agreement; (iv) execute and deliver all agreements, certificates and documents required by the Representative in connection with any of the Merger and the Transactions; (v) engage special counsel, accountants and other advisors and incur such other expenses in connection with any of the Transactions; and (vi) take such other action as is necessary on behalf of the Company Stockholders in connection with this Agreement and the Escrow Agreement and the Merger and the Transactions, including, without limitation, all such other matters as the Representative may deem necessary or appropriate to carry out the intents and purposes of this Agreement and the Ancillary Documents.

Appears in 1 contract

Samples: Merger Agreement (Mantech International Corp)

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Authority After the Effective Time. From and after the Effective Time, the Stockholder Representative shall be authorized to: to (iA) take all actions required by, and exercise all rights right granted to, the Stockholder Representative in by this Agreement and the Escrow Agreement; , (iiB) receive all notices or other documents given or to be given to the Stockholder Representative by Parent pursuant to this Agreement and the Escrow Agreement; , (iiiC) negotiate, undertake, compromise, defend, resolve and settle any suit, proceeding or dispute under this Agreement and the Escrow Agreement; , (ivD) execute and deliver all agreements, certificates and documents required or deemed appropriate by the Stockholder Representative in connection with any of the Merger and the Transactions; transactions contemplated by this Agreement, (vE) engage special counsel, accountants and other advisors and incur such other related expenses in connection with any of the Transactions; transactions contemplated by this Agreement and (viF) take such other action as is necessary on behalf of the Company Stockholders in connection with this Agreement and the Escrow Agreement and the Merger and the TransactionsStockholder Representative may deem appropriate, including, without limitation, (1) agreeing to any modification or amendment of this Agreement and executing and delivering an agreement of such modification or amendment and (2) all such other matters as the Stockholder Representative may deem necessary or appropriate to carry out the intents and purposes of this Agreement and the Ancillary DocumentsAgreement.

Appears in 1 contract

Samples: Merger Agreement (Guitar Center Inc)

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Authority After the Effective Time. From and after the Effective Time, the Member Representative shall be authorized to: (i) take all actions required by, and exercise all rights granted to, the Member Representative in this Agreement and the Indemnification and Escrow AgreementAgreement (as such term is hereafter defined); (ii) receive all notices or other documents given or to be given to the Member Representative by Parent Secure pursuant to this Agreement and the Escrow Agreement; (iii) negotiate, undertake, compromise, defend, resolve and settle any suit, proceeding or dispute under this Agreement and the Escrow Agreement; (iv) execute and deliver all agreements, certificates and documents required by the Member Representative in connection with any of the Merger and the Transactionstransactions contemplated by this Agreement; (v) engage special counsel, accountants and other advisors and incur such other expenses in connection with any of the Transactionstransactions contemplated by this Agreement; and (vi) take such other action as is necessary on behalf of the Company Stockholders Members in connection with this Agreement and the Escrow Agreement and the Merger and the Transactionstransactions contemplated by this Agreement, including, without limitation, all such other matters as the Member Representative may deem necessary or appropriate to carry out the intents and purposes of this Agreement and the Ancillary Documentsancillary documents hereto.

Appears in 1 contract

Samples: Contribution Agreement (Secure America Acquisition CORP)

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