Common use of Death or Disability; Successors Clause in Contracts

Death or Disability; Successors. In the event of the ------------------------------- death or permanent disability of the Indemnification Representative, or his resignation as the Indemnification Representative, a successor Indemnification Representative shall be elected by a majority vote of the Holders, with each Holder to be given a vote equal to his or her percentage interest as set forth in Exhibit A hereto. The Holders shall cause to be delivered to Parent and the Escrow Agent prompt written notice of such election of a successor Indemnification Representative. Each successor Indemnification Representative shall have all of the power, authority, rights, and privileges conferred by this Agreement upon the original Indemnification Representative, and the term, "Indemnification Representative" as used herein shall be deemed to include any ------------------------------- successor Indemnification Representative. Until notified in writing by the Indemnification Representative that he has resigned, the Escrow Agent shall be entitled to act upon the directions, instructions and notices of the Indemnification Representative named above and, thereafter, upon the directions, instructions and notices of any successor named in a writing executed by a majority-in-interest of the Holders filed with the Escrow Agent.

Death or Disability; Successors. In the event of the ------------------------------- death or ------------------------------- permanent disability of the Indemnification Representative, or his resignation as the Indemnification Representative, a successor Indemnification Representative shall be elected by a majority vote of the Holders, with each Holder to be given a vote equal to his or her percentage interest as set forth in Exhibit A heretoproportionate share of the Escrow Shares. The Holders shall cause to be delivered to Parent and the Escrow Agent prompt written notice of such election of a successor Indemnification Representative. Each successor Indemnification Representative shall have all of the power, authority, rights, and privileges conferred by this Agreement upon the original Indemnification Representative, and the term, "Indemnification Representative" ------------------------------ as used herein shall be deemed to include any ------------------------------- successor Indemnification Representative. Until notified in writing by the Indemnification Representative that he has resigned, the Escrow Agent shall be entitled to may act upon the directions, instructions and notices of the Indemnification Representative named above and, thereafter, upon the directions, instructions and notices of any successor named in a writing executed by a majority-in-interest of the Holders filed with the Escrow Agent.

Death or Disability; Successors. In the event of the ------------------------------- death or permanent disability of the Indemnification Representative, or his resignation as the Indemnification Representative, a successor Indemnification Representative shall be elected by a majority vote of the Holders, with each Holder to be given a vote equal to his or her percentage interest as set forth in Exhibit A heretoproportionate share of the Escrow Shares. The Holders shall cause to be delivered to Parent and the Escrow Agent prompt written notice of such election of a successor Indemnification Representative. Each successor Indemnification Representative shall have all of the power, authority, rights, and privileges conferred by this Agreement upon the original Indemnification Representative, and the term, "“Indemnification Representative" ” as used herein shall be deemed to include any ------------------------------- successor Indemnification Representative. Until notified in writing by the Indemnification Representative that he has resigned, the Escrow Agent shall be entitled to may act upon the directions, instructions and notices of the Indemnification Representative named above and, thereafter, upon the directions, instructions and notices of any successor named in a writing executed by a majority-in-interest of the Holders filed with the Escrow Agent.

Death or Disability; Successors. In the event of the ------------------------------- death or ------------------------------- permanent disability of the Indemnification Stockholder Representative, or his resignation as the Indemnification Stockholder Representative, a successor Indemnification Stockholder Representative shall be elected by a majority vote of the Holders, with each Holder to be given a vote equal to his or her percentage interest as set forth in Exhibit A heretoproportionate share of the Indemnification Escrow Shares and Goals Escrow Shares determined on a Pro Rata Basis. The Holders shall cause to be delivered to Parent and the Escrow Agent prompt written notice of such election of a successor Indemnification Stockholder Representative. Each successor Indemnification Stockholder Representative shall have all of the power, authority, rights, and privileges conferred by this Agreement upon the original Indemnification Stockholder Representative, and the term, "Indemnification Stockholder Representative" as used herein shall -------------------------- be deemed to include any ------------------------------- successor Indemnification Stockholder Representative. Until notified in writing by the Indemnification Stockholder Representative that he has resigned, the Escrow Agent shall be entitled to may act upon the directions, instructions and notices of the Indemnification Stockholder Representative named above and, thereafter, upon the directions, instructions and notices of any successor named in a writing executed by a majority-in-in- interest of the Holders filed with the Escrow Agent.

Death or Disability; Successors. In the event of the ------------------------------- death or permanent disability of the Indemnification Representative, or his resignation as the Indemnification Representative, a successor Indemnification Representative shall be elected by a majority vote of the Holders, with each Holder to be given a vote equal to his or her percentage interest as set forth in Exhibit A heretoproportionate share of the Escrow Funds. The Holders shall cause to be delivered to Parent and the Escrow Agent prompt written notice of such election of a successor Indemnification Representative. Each successor Indemnification Representative shall have all of the power, authority, rights, and privileges conferred by this Agreement upon the original Indemnification Representative, and the term, "Indemnification Representative" as used herein shall be deemed to include any ------------------------------- successor Indemnification Representative. Until notified in writing by the Indemnification Representative that he has resigned, the Escrow Agent shall be entitled to may act upon the directions, instructions and notices of the Indemnification Representative named above and, thereafter, upon the directions, instructions and notices of any successor named in a writing executed by a majority-in-interest of the Holders filed with the Escrow Agent.