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

Due Execution of Power of Attorney and Custody Agreement. The Selling Stockholder has duly executed and delivered, in the form heretofore furnished to the Representatives, the Power of Attorney and Custody Agreement with Benexxxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of them, as attorneys-in-fact (the "Attorneys-in-Fact") and Benexxxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of them, as custodian (the "Custodian"); the Custodian is authorized to deliver the Securities to be sold by the Selling Stockholder hereunder and to accept payment therefor; and each Attorney-in-Fact is authorized to execute and deliver this Agreement and the certificate referred to in Section 5(f) or that may be required pursuant to Sections 5(l) and 5(m) on behalf of the Selling Stockholder, to sell, assign and transfer to the Underwriters the Securities to be sold by the Selling Stockholder hereunder, to determine the purchase price to be paid by the Underwriters to the Selling Stockholder, as provided in Section 2(a) hereof, to authorize the delivery of the Securities to be sold by the Selling Stockholder hereunder, to accept payment therefor, and otherwise to act on behalf of the Selling Stockholder in connection with this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Avx Corp /De), Avx Corp /De

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Due Execution of Power of Attorney and Custody Agreement. The Such Selling Stockholder Shareholder has duly executed and delivered, in the form heretofore furnished to the U.S. Representatives, the Power of Attorney and Custody Agreement with Benexxxx Philxx X. Xxxxxxxx xxx Stevxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of them, as attorneys-in-fact (the "Attorneys-in-Fact") and Benexxxx X. Merrxxx Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. XxxxxxxxxxxxXxerxx, xx any of themFennxx & Xmitx Xxxorporated, as custodian (the "Custodian"); the Custodian is authorized to deliver the Securities to be sold by such Selling Shareholder under this Agreement and the Selling Stockholder hereunder U.S. Purchase Agreement and to accept payment therefor; and each the Attorney-in-Fact is authorized to execute and deliver this Agreement and the U.S. Purchase Agreement and the certificate referred to in Section 5(f) or that may be required pursuant to Sections 5(l) and 5(mSection 5(n) on behalf of the such Selling StockholderShareholder, to sell, assign and transfer to the International Managers and the U.S. Underwriters the Securities to be sold by such Selling Shareholder under this Agreement and the Selling Stockholder hereunderU.S. Purchase Agreement, respectively, to determine determine, in compliance with the purchase price to be paid limitations set forth in that certain Agreement, dated as of June 18, 1997, by and among the Underwriters Company, Robexx Xxxxx xxx Josexx Xxxxx (xx the form previously provided to the Selling Stockholder, as provided in Section 2(a) hereof, to authorize the delivery of the Securities to be sold by the Selling Stockholder hereunder, to accept payment therefor, and otherwise to act on behalf of the Selling Stockholder in connection with this Agreement.U.S.

Appears in 1 contract

Samples: Brightpoint Inc

Due Execution of Power of Attorney and Custody Agreement. The Such Selling Stockholder has duly executed and delivered, in the form forms heretofore furnished to the Representatives, the Power of Attorney and Custody Agreement with Benexxxx W. MxXxxx Xxxwoody, Willxxx X. Xxxxx, Xxhn XxxXxxxxx xxx Joel X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, Xxxxx xx any of them, as attorneys-in-fact (the "Attorneys-in-Fact") and Benexxxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of themTexas Commerce Bank National Association, as custodian (the "Custodian"); the Custodian is authorized to exchange the Exchangeable Shares or exercise options under designated option agreements, if applicable, and to deliver the Securities to be sold by the such Selling Stockholder hereunder and to accept payment therefor; and each Attorneythe requisite Attorneys-in-Fact is are authorized to execute and deliver this Agreement and the certificate referred to in Section 5(f) or that may be required pursuant to Sections Section(s) 5(l) and 5(m) on behalf of the such Selling Stockholder, to sell, assign and transfer to the Underwriters the Securities to be sold by the such Selling Stockholder hereunder, to determine the purchase price to be paid by the Underwriters to the such Selling Stockholder, as provided in Section 2(a) hereof, to authorize the delivery of the Securities to be sold by the such Selling Stockholder hereunder, to accept payment therefor, and otherwise to act on behalf of the such Selling Stockholder in connection with this Agreement.

Appears in 1 contract

Samples: National Oilwell Inc

Due Execution of Power of Attorney and Custody Agreement. The Such Selling Stockholder has duly executed and delivered, in the form heretofore furnished to the Representatives, the Power of Attorney and Custody Agreement with Benexxxx X. XxxxxRafael Arrillaga-Torrens, Xxhn X. Xxxxxxxxxx xxx Donaxx X. XxxxxxxxxxxxJr. and Yadira R. Mercado, or either of xxxx, xx any of them, as attorneysxxxxxxxx(x)-xx-in-fact xxxx (the "AttorneysXxxxxxxx(x)-xx-in-FactXact") and Benexxxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of themAmerican Stock Transfer & Trust Company, as custodian (the "Custodian"); the Custodian is authorized to deliver the Securities to be sold by the such Selling Stockholder hereunder and to accept payment therefor; and each Attorney-in-Fact is authorized to execute and deliver this Agreement and the certificate referred to in Section 5(f) or that may be required pursuant to Sections 5(lSection(s) 5(m) and 5(m5(n) on behalf of the such Selling Stockholder, to sell, assign and transfer to the Underwriters the Securities to be sold by the such Selling Stockholder hereunder, to determine the purchase price to be paid by the Underwriters to the such Selling Stockholder, as provided in Section 2(a) hereof, to authorize the delivery of the Securities to be sold by the such Selling Stockholder hereunder, to accept payment therefor, and otherwise to act on behalf of the such Selling Stockholder in connection with this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Eurobancshares Inc)

Due Execution of Power of Attorney and Custody Agreement. The Such Selling Stockholder Shareholder has duly executed and delivered, in the form heretofore furnished to the Representatives, the Power of Attorney and Custody Agreement with Benexxxx J. Xxxx Xxxxxxx, III, Xxxxxxxxxxx X. XxxxxXxxxxxxxx, Xxhn Xxxxxxxx X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx Xxxxx and Xxxxx X. Xxxx or any of them, as attorneys-in-fact (the "Attorneys-in-Fact") and Benexxxx X. XxxxxXxxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of themHall & Xxxxxxx, as custodian (the "Custodian"); the Custodian is authorized to deliver the Securities to be sold by the such Selling Stockholder Shareholder hereunder and to accept payment therefor; and each the Attorney-in-Fact is authorized to execute and deliver this Agreement and the certificate referred to in Section 5(f) or that may be required pursuant to Sections 5(lSection(s) 5(k) and 5(m5(l) on behalf of the such Selling StockholderShareholder, to sell, assign and transfer to the Underwriters International Managers the Securities to be sold by the such Selling Stockholder Shareholder hereunder, to determine the purchase price to be paid by the Underwriters International Managers to the such Selling StockholderShareholder, as provided in Section 2(a) hereof, to authorize the delivery of the Securities to be sold by the such Selling Stockholder Shareholder hereunder, to accept payment therefor, and otherwise to act on behalf of the such Selling Stockholder Shareholder in connection with this Agreement.

Appears in 1 contract

Samples: Purchase Agreement (Liberty Financial Companies Inc /Ma/)

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Due Execution of Power of Attorney and Custody Agreement. The Such Selling Stockholder has duly executed and delivered, in the form forms heretofore furnished to the RepresentativesLead Managers, the Power of Attorney and Custody Agreement with Benexxxx W. MxXxxx Xxxwoody, Willxxx X. Xxxxx, Xxhn XxxXxxxxx xxx Joel X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx Xxxff or any of them, as attorneys-in-fact (the "Attorneys-in-Fact") and Benexxxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of themTexas Commerce Bank National Association, as custodian (the "Custodian"); the Custodian is authorized to exchange the Exchangeable Shares or exercise options under designated option agreements, if applicable, and to deliver the Securities to be sold by the such Selling Stockholder hereunder and to accept payment therefor; and each Attorneythe requisite Attorneys-in-Fact is are authorized to execute and deliver this Agreement and the certificate referred to in Section 5(f) or that may be required pursuant to Sections Section(s) 5(l) and 5(m) on behalf of the such Selling Stockholder, to sell, assign and transfer to the Underwriters the Securities to be sold by the such Selling Stockholder hereunder, to determine the purchase price to be paid by the Underwriters to the such Selling Stockholder, as provided in Section 2(a) hereof, to authorize the delivery of the Securities to be sold by the such Selling Stockholder hereunder, to accept payment therefor, and otherwise to act on behalf of the such Selling Stockholder in connection with this Agreement.

Appears in 1 contract

Samples: International Purchase Agreement (National Oilwell Inc)

Due Execution of Power of Attorney and Custody Agreement. The Such Selling Stockholder Shareholder has duly executed and delivered, in the form heretofore furnished to the RepresentativesCSFB and Xxxxxxx Xxxxx, the Power of Attorney and the Custody Agreement with Benexxxx Min X. XxxxxXxx and Xxxx X. Xxxxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any or either of them, as attorneys-inattorney(s)-in-fact (the "Attorneys-inAttorney(s)-in-Fact") and Benexxxx X. Xxxxx, Xxhn X. Xxxxxxxxxx xxx Donaxx X. Xxxxxxxxxxxx, xx any of themUMB Bank N.A., as custodian (the "Custodian"); the Custodian is authorized to deliver the Securities to be sold by such Selling Shareholder hereunder and under the Selling Stockholder hereunder U.S. Purchase Agreement and to accept payment therefor; and each Attorney-Attorney- in-Fact is authorized to execute and deliver this Agreement and the U.S. Purchase Agreement and the certificate referred to in Section 5(f) hereof and thereof or that may be required pursuant to Sections 5(l) and Section 5(m) hereof and thereof on behalf of the such Selling StockholderShareholder, to sell, assign and transfer to the Underwriters International Managers or U.S. Underwriters, as the case may be, the Securities to be sold by the such Selling Stockholder hereunderShareholder hereunder and thereunder, to determine the purchase price to be paid by the Underwriters International Managers or U.S. Underwriters, as the case may be, to the such Selling StockholderShareholder, as provided in Section 2(a) hereofhereof and of the U.S. Purchase Agreement, to authorize the delivery of the Securities to be sold by the such Selling Stockholder hereunderShareholder hereunder and thereunder, to accept payment therefor, and otherwise to act on behalf of the such Selling Stockholder Shareholder in connection with this Agreement and the U.S. Purchase Agreement.

Appears in 1 contract

Samples: International Purchase Agreement (Garmin LTD)

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