Common use of Irrevocable Appointment Clause in Contracts

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement, the appointment of the Stockholders’ Representative hereunder is irrevocable and any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement shall be effective and absolutely binding as the action of the Stockholders’ Representative under the Transaction Agreements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (WII Components, Inc.)

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Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement12.6, the appointment of the Stockholders’ Representative hereunder is irrevocable and any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement Article XII shall be effective and absolutely binding as the action of the Stockholders’ Representative under this Agreement, the Transaction AgreementsEscrow Agreement and the Paying Agent Agreement.

Appears in 1 contract

Samples: Merger Agreement (Acadia Healthcare Company, Inc.)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement7.8.8, the appointment of the Stockholders’ Representative hereunder is shall be deemed coupled with an interest and shall be irrevocable and and, subject to Section 7.8.3, any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement Section 7.8 shall be effective and absolutely binding as the action of the Stockholders’ Representative under this Agreement and the Transaction AgreementsEscrow Agreement.

Appears in 1 contract

Samples: Merger Agreement (USA Mobility, Inc)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement11.6(g), the appointment of the Stockholders’ Representative hereunder is irrevocable and any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement Section 11.6 shall be effective and absolutely binding as the action of the Stockholders’ Representative under the Transaction Agreementsthis Agreement.

Appears in 1 contract

Samples: Merger Agreement (Ansys Inc)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement, the The appointment of the Stockholders’ Stockholder Representative hereunder is duly made and irrevocable and any action taken by the Stockholders’ Stockholder Representative pursuant to the authority granted in this Agreement Section 11.15 shall be effective and absolutely binding as the action of the Stockholders’ Stockholder Representative under the Transaction Agreementsthis Agreement.

Appears in 1 contract

Samples: Merger Agreement (BlueLinx Holdings Inc.)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement, the The appointment of the Stockholders’ Stockholder Representative hereunder is irrevocable irrevocable, and any action taken by the Stockholders’ Stockholder Representative pursuant to the authority granted in this Agreement, the Note or the Earn-Out Agreement shall be effective and absolutely binding as the action of the Stockholders’ Stockholder Representative under the Transaction Agreementsthis Agreement.

Appears in 1 contract

Samples: Merger Agreement (Comfort Systems Usa Inc)

Irrevocable Appointment. Subject to Section 9.4(h6.3(k) above and Section 5(b) of the Common Equity Holders Agreement, the appointment of the Stockholders’ Representative hereunder is irrevocable and any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement Section 6.3 shall be effective and absolutely binding as on the Company and each stockholder thereof notwithstanding any contrary action of of, or direction from, the Company or any Stockholder, except for actions taken by the Stockholders’ Representative under the Transaction Agreementsthat are in bad faith.

Appears in 1 contract

Samples: Merger Agreement (Ciena Corp)

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Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement9.5(h), the appointment of the Stockholders’ Representative hereunder is irrevocable and any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement shall be effective and absolutely binding as the action of the Stockholders’ Representative under the Transaction Agreements.this

Appears in 1 contract

Samples: Merger Agreement (Transaction Systems Architects Inc)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement11.8, the appointment of the Stockholders’ Representative hereunder is irrevocable and any action taken by the Stockholders’ Representative pursuant to the authority granted in this Agreement Article IX shall be effective and absolutely binding as the action of the Stockholders’ Representative under this Agreement or the Transaction AgreementsEscrow Agreement.

Appears in 1 contract

Samples: Merger Agreement (Intercontinentalexchange Inc)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement11.6(g), the appointment of the Stockholders' Representative hereunder is irrevocable and any action taken by the Stockholders' Representative pursuant to the authority granted in this Agreement Section 11.6 shall be effective and absolutely binding as the action of the Stockholders' Representative under the Transaction Agreementsthis Agreement.

Appears in 1 contract

Samples: Merger Agreement (Aavid Thermal Technologies Inc)

Irrevocable Appointment. Subject to Section 9.4(h) above and Section 5(b) of the Common Equity Holders Agreement9.4(g), the appointment of the Stockholders' Representative hereunder is irrevocable and any action taken by the Stockholders' Representative pursuant to the authority granted in this Agreement Section 9.4 shall be effective and absolutely binding as the action of the Stockholders' Representative under this Agreement or the Transaction AgreementsEscrow Agreement.

Appears in 1 contract

Samples: Merger Agreement (Laboratory Corp of America Holdings)

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