Common use of Custody Agreement and Power of Attorney Clause in Contracts

Custody Agreement and Power of Attorney. Upon delivering a request under Section 3.1 of this Article II, the Shareholder will, if requested by the Company, execute and deliver a custody agreement and power of attorney in form and substance reasonably satisfactory to the Company with respect to the shares of Shareholder Common Stock to be registered pursuant to this Article II (a "Custody Agreement and Power of Attorney"). The Custody Agreement and Power of Attorney will provide, among other things that the Shareholder will deliver to and deposit in custody with the custodian and attorney-in-fact named therein a certificate or certificates representing such Shareholder Common Stock (duly endorsed in blank by the registered owner or owners thereof or accompanied by duly executed stock powers in blank) and irrevocably appoint said custodian and attorney-in-fact as the Shareholder's agent and attorney-in-fact with full power and authority to act under the Custody Agreement and Power of Attorney on the Shareholder's behalf with respect to the matters specified therein. The Shareholder shall also execute such other agreements as the Company may request to further evidence the provisions of this Article II.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Prime Companies Inc), Purchase and Sale Agreement (U S Trucking Inc)

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Custody Agreement and Power of Attorney. Upon delivering a request under Section 3.1 of this Article IIthe Company's request, the Shareholder will, if requested by the Company, Holders' Representative will execute and deliver a customary custody agreement and power of attorney in form and substance reasonably satisfactory to the Company with respect to the shares of Shareholder Common Stock Registrable Securities to be registered pursuant to this Article II Section 2 (a "Custody Agreement and Power of Attorney"). The Custody Agreement and Power of Attorney will provide, among other things things, that the Shareholder Holders will deliver to and deposit in custody with the custodian and attorney-in-fact named therein a certificate or certificates representing such Shareholder Common Stock shares or other units of Registrable Securities (duly endorsed in blank by the registered owner or owners thereof or accompanied by duly executed stock powers in blank) and irrevocably appoint said custodian and attorney-in-fact as the Shareholdersuch Holder's agent and attorney-in-fact with full power and authority to act under the Custody Agreement and Power of Attorney on the Shareholder's behalf of such Holder with respect to the matters specified therein. The Shareholder shall also execute such other agreements as the Company may request to further evidence the provisions of this Article II.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bancwest Corp/Hi), Merger Agreement (First Hawaiian Inc)

Custody Agreement and Power of Attorney. Upon delivering a request under Section 3.1 of this Article IIInfinity's request, the Shareholder will, if requested by the Company, Qualified Holder(s) will execute and deliver a custody agreement and power of attorney in form and substance reasonably satisfactory to the Company Infinity with respect to the shares of Shareholder Common Stock Registrable Securities to be registered pursuant to this Article II Section 2 (a "Custody Agreement and Power of Attorney"). The Custody Agreement and Power of Attorney will provide, among other things things, that the Shareholder Qualified Holders will deliver to and deposit in custody with the custodian and attorney-in-fact named therein a certificate or certificates representing such Shareholder Common Stock shares of Registrable Securities (duly endorsed in blank by the registered owner or owners thereof or accompanied by duly executed stock powers in blank) and irrevocably appoint said custodian and attorney-in-fact as the ShareholderQualified Holder's agent and attorney-in-fact with full power and authority to act under the Custody Agreement and Power of Attorney on behalf of the Shareholder's behalf Qualified Holders with respect to the matters specified therein. The Shareholder shall also execute such other agreements as the Company may request to further evidence the provisions of this Article II.

Appears in 1 contract

Samples: Registration Rights Agreement (Outdoor Systems Inc)

Custody Agreement and Power of Attorney. Upon delivering a request under Section 3.1 of this Article IIthe Company's request, the Shareholder will, if requested by the Company, Qualified Holder(s) will execute and deliver a custody agreement and power of attorney in form and substance reasonably satisfactory to the Company with respect to the shares of Shareholder Common Stock Registrable Securities to be registered pursuant to this Article II Section 2 (a "Custody Agreement and Power of Attorney"). The Custody Agreement and Power of Attorney will provide, among other things things, that the Shareholder Qualified Holders will deliver to and deposit in custody with the custodian and attorney-in-fact named therein a certificate or certificates representing such Shareholder Common Stock shares of Registrable Securities (duly endorsed in blank by the registered owner or owners thereof or accompanied by duly executed stock powers in blank) and irrevocably appoint said custodian and attorney-in-fact as the ShareholderQualified Holder's agent and attorney-in-fact with full power and authority to act under the Custody Agreement and Power of Attorney on behalf of the Shareholder's behalf Qualified Holders with respect to the matters specified therein. The Shareholder shall also execute such other agreements as the Company may request to further evidence the provisions of this Article II.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Excelcom Inc)

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Custody Agreement and Power of Attorney. Upon delivering a request under Section 3.1 of this Article IINorthwest's request, the Shareholder willHolders' Representative, if requested by on behalf of the CompanyHolders, will execute and deliver a custody agreement and power of attorney in form and substance reasonably satisfactory to the Company Northwest with respect to the shares of Shareholder Common Stock Registrable Securities to be registered pursuant to this Article II Section 2 (a "Custody Agreement and Power of AttorneyCUSTODY AGREEMENT AND POWER OF ATTORNEY"). The Custody Agreement and Power of Attorney will provide, among other things things, that the Shareholder Holders will deliver to and deposit in custody with the custodian and attorney-in-fact named therein a certificate or certificates representing such Shareholder Common Stock shares of Registrable Securities (duly endorsed in blank by the registered owner or owners thereof or accompanied by duly executed stock powers in blank) and irrevocably appoint said custodian and attorney-in-fact as the ShareholderHolder's agent and attorney-in-fact with full power and authority to act under the Custody Agreement and Power of Attorney on behalf of the Shareholder's behalf Holders with respect to the matters specified therein. The Shareholder shall also execute such other agreements as the Company may request to further evidence the provisions of this Article II.

Appears in 1 contract

Samples: Registration Rights Agreement (Northwest Airlines Corp)

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