Common use of Holder Representative Clause in Contracts

Holder Representative. The Holders hereby appoint Welsh, Carson, Xxxxxxxx & Xxxxx VIII, L.P. as the Holders’ exclusive agent to act on the Holders’ behalf with respect to the matters specified in this Article V. Such representative, or such other representative as the Holders may appoint from time to time to replace Welsh, Carson, Xxxxxxxx & Xxxxx VIII, L.P., is hereinafter referred to as the “Holder Representative.” The Holder Representative shall take any and all actions which the Holder Representative believes are necessary or appropriate under this Agreement for and on behalf of the Holders as fully as if the Holders were acting on their own behalf, including, without limitation, making the deliveries referred to in Sections 1.2 and 1.6(a) and taking any and all other actions specified in or contemplated by this Agreement to be taken by the Holders prior to, on or after the Closing Date, approving amendments to or waivers under this Agreement, receiving notice of and defending any claims pursuant to this Agreement, giving notice of and asserting any claims pursuant to this Agreement, consenting to, compromising or settling claims made pursuant to this Agreement, and engaging counsel, accountants or other representatives in connection with the foregoing matters. The Company shall have the right to rely upon all actions taken or omitted to be taken by the Holder Representative pursuant to this Agreement, all of which actions or omissions shall be legally binding upon each of the Holders.

Holder Representative. The Holders hereby appoint WelshObsidian, Carson, Xxxxxxxx & Xxxxx VIII, L.P. LLC as the Holders’ exclusive agent to act on the Holders’ behalf with respect to the matters specified in this Article V. Such representative, or such other representative as the Holders may appoint from time to time to replace WelshObsidian, Carson, Xxxxxxxx & Xxxxx VIII, L.P.LLC, is hereinafter referred to as the “Holder Representative.” The Holder Representative shall take any and all actions which the Holder Representative believes are necessary or appropriate under this Agreement for and on behalf of the Holders as fully as if the Holders were acting on their own behalf, including, without limitation, making the deliveries referred to in Sections 1.2 and 1.6(a1.5(a) and taking any and all other actions specified in or contemplated by this Agreement to be taken by the Holders prior to, on or after the Closing Date, approving amendments to or waivers under this Agreement, receiving notice of and defending any claims pursuant to this Agreement, giving notice of and asserting any claims pursuant to this Agreement, consenting to, compromising or settling claims made pursuant to this Agreement, and engaging counsel, accountants or other representatives in connection with the foregoing matters. The Company shall have the right to rely upon all actions taken or omitted to be taken by the Holder Representative pursuant to this Agreement, all of which actions or omissions shall be legally binding upon each of the Holders.

Holder Representative. The Each of the Holders hereby appoint Welsh, Carson, Xxxxxxxx & Xxxxx VIII, L.P. as the Holders’ exclusive agent to act on the Holders’ behalf with respect to the matters specified in this Article V. Such representative, or such other representative as the Holders may appoint from time to time to replace Welsh, Carson, Xxxxxxxx & Xxxxx VIII, L.P., is hereinafter referred to as the “Holder Representative.” The Holder Representative shall take any designates and all actions which appoints the Holder Representative believes to perform all such acts as are necessary required, authorized or appropriate under contemplated by this Agreement for and on behalf of the Escrow Agreement to be performed by the Holders as fully as if the Holders were acting on their own behalf, (including, without limitation, making the deliveries execution and delivery of any waivers, consents, approvals, extensions, amendments and other agreements, the giving and receipt of notices, the resolution of disputes and any matters or proceedings referred to in Sections 1.2 and 1.6(aArticle VIII hereof) and taking hereby acknowledges that the Holder Representative shall be the only person authorized to take any action so required, authorized or contemplated by this Agreement and all the Escrow Agreement by any Holder. Each Holder further designates and appoints the Holder Representative as it agent for service of process with respect to any disputes regarding or arising out of this Agreement or any transaction contemplated hereby. Each Holder acknowledges that the foregoing appointments and designations shall be coupled with an interest and shall survive the death or incapacity of such Holder and that the Holder Representative shall not be liable for any such action taken in good faith. Each Holder hereby authorizes the other actions specified in parties hereto to disregard any notice delivered or other action taken by any Holder pursuant to this Agreement and/or the Escrow Agreement except for the Holder Representative. The other parties hereto are and will be entitled to rely on any action so taken or any notice given by the Holder Representative and are and will be entitled and authorized to give notices only to the Holder Representative for any notice contemplated by this Agreement to be taken by the Holders prior to, on or after the Closing Date, approving amendments given to or waivers under this Agreement, receiving notice of and defending any claims pursuant to this Agreement, giving notice of and asserting any claims pursuant to this Agreement, consenting to, compromising or settling claims made pursuant to this Agreement, and engaging counsel, accountants or other representatives in connection with the foregoing matters. The Company shall have the right to rely upon all actions taken or omitted to be taken by the Holder Representative pursuant to this Agreement, all of which actions or omissions shall be legally binding upon each of the HoldersHolder.

Holder Representative. The Holders hereby appoint WelshXxxxxxxx X. Xxxxxx, Carson, Xxxxxxxx & Xxxxx VIII, L.P. III as the Holders’ exclusive agent to act on the Holders’ behalf with respect to the matters specified in this Article V. VI. Such representative, or such other representative as the Holders may appoint from time to time to replace WelshXxxxxxxx X. Xxxxxx, Carson, Xxxxxxxx & Xxxxx VIII, L.P.III, is hereinafter referred to as the “Holder Representative.” The Holder Representative shall take any and all actions which the Holder Representative believes are necessary or appropriate under this Agreement for and on behalf of the Holders as fully as if the Holders were acting on their own behalf, including, without limitation, making the deliveries referred to in Sections 1.2 and 1.6(a) and taking any and all other actions specified in or contemplated by this Agreement to be taken by the Holders prior to, on or after the Closing Date, approving amendments any amendment to or waivers waiver under this Agreement, receiving notice of and defending any claims pursuant to this Agreement, giving notice of and asserting any claims pursuant to this Agreement, consenting to, compromising or settling claims made pursuant to this Agreement, and engaging counsel, accountants or other representatives in connection with the foregoing matters. The Company shall have the right to rely upon all actions taken or omitted to be taken by the Holder Representative pursuant to this Agreement, all of which actions or omissions shall be legally binding upon each of the Holders.