Licensee Representative Sample Clauses

Licensee Representative. 7.4.1. Licensee shall designate one or more Licensee Representatives who shall liaise with Management Firm, have full agency authority to approve those matters designated in this Agreement which require the approval or consent of Licensee (which approval shall not be unreasonably withheld, conditioned or delayed and shall conclusively be determined as the approval of Licensee), and have access to the Enterprise during normal operating hours and upon reasonable notice (but not less than twenty-four (24) hours). Notwithstanding the foregoing, the Licensee Representative shall not have any authority to direct or control the Services or any other management, administration, and/or operational activities of Management Firm or the Management Executives, and the Licensee Representative shall not interfere with Management Firm’s fulfillment of its management and operational responsibilities under this Agreement. Licensee Representative’s responsibilities shall include, without limitation, the following:
Sample 1Sample 2
AutoNDA by SimpleDocs
Licensee Representative. Licensee shall from time to time upon written notice to Licensee designate a “Licensee Representative” to act for the Licensee in connection with the performance of the Licensee’s obligations under this Agreement. The Licensee Representative shall be available to meet with the University Representative and/or his/her designee(s) on the University campus within ten (10) business days of a University request to discuss and resolve issues related to this agreement. The University is authorized by the Licensee to act upon the operational instructions from the Licensee Representative (or his or her duly appointed delegate, as specified in writing by the Licensee Representative to the University) unless otherwise specifically notified in writing to the contrary by the Licensee. The Licensee hereby designates as its initial Licensee Representative: Name: Address: Phone: Email:
Sample 1
Licensee Representative. A designated representative of Customer shall be present at all times AVEVA is performing Support on Customer's premises or the premises of Customer's client. AVEVA personnel will not enter or remain at Customer's premises or the premises of Customer's client in the absence of such Customer representative.
Sample 1
Licensee Representative. Licensee, upon written notice to Licensor, shall designate one (1) person to be the Licensee representative (“Licensee Representative”), who shall be authorized to act on behalf of Licensee under this Agreement. Licensee shall have the right, from time to time, to change the person who is the Licensee Representative by giving Licensor written notice thereof. Licensee hereby designates as its initial Licensee Representative, Xxxxx Xxxxx, who shall be authorized to act on behalf of Licensee under this Agreement. Any action, consent or approval by the Licensee Representative under this Agreement shall be binding on Licensee.
Sample 1
Licensee Representative. On or before thirty (30) days after the Effective Date, Licensee shall designate one or more individuals to serve as the Licensee Representative (each, a “Licensee Representative” and collectively, the “Licensee Representatives”) and provide Licensor with written notice of the individual(s) so designated. Licensee shall have the right, from time to time, to change any or all of the individuals who are the Licensee Representatives by giving Licensor written notice thereof. With respect to any action, decision or determination that is to be taken or made by Licensee under this Agreement, each Licensee Representative may take such action or make such decision or determination or shall notify Licensor in writing of the Person(s) responsible for such action, decision or determination and shall forward any communications and documentation to such Person(s) for response or action. Any consent, approval, decision or determination hereunder by a Licensee Representative shall be binding on Licensee; provided, however, that the Licensee Representative shall not have the right to terminate this Agreement. Licensor and other Persons dealing with any one Person who is a Licensee Representative shall be entitled to rely conclusively on the power and authority of such Person to bind Licensee without any obligation to ascertain that such Person has complied with any requirements, and execution of any instrument or document by such Person, other than an agreement to terminate this Agreement, shall be conclusive evidence of such power and authority.
Sample 1
Licensee Representative. Licensee agrees to designate a qualified person to act as its representative in coordinating the activities of the parties under this Agreement. The name of the initial representative is set forth at the beginning of this Agreement. The representative may be changed from time to time by written notice to LRSI. All communications by and to such representative shall be deemed communications by and to Licensee and shall be binding upon Licensee.
Sample 1
Licensee Representative. The Licensee designates the person (“Licensee’s Representative”) named below as the Licensee’s authorized representative with whom the University will work to facilitate the Licensee’s Permitted Use of the Licensed University Facilities (“Licensee’s Representative”). The University will have the absolute right to rely upon representations and warranties made, and obligations undertaken on behalf of the Licensee that are communicated, to the University by the Licensee’s Representative; Licensee has specifically granted the authority to bind the Licensee. The Licensee’s Representative may be changed only by the Licensee giving prior written notice to the University. Name: Title (if any): Address: Office Phone: Cell Phone: Email:
Sample 1
AutoNDA by SimpleDocs
Licensee Representative. Each FCC licensee subject to the provisions of this Agreement shall designate one Licensee Representative as its direct liaison to IPR. The parties anticipate such Licensee Representative will be the person then-serving as the Licensee Director for such licensee. Each University- appointed Licensee Representative shall be subject to the oversight of such University‟s President. The Executive Director of IPR shall work directly with the Licensee Representatives to ensure compliance with all FCC requirements for licensee control of the Stations.
Sample 1

Related to Licensee Representative

  • Optionee Representations (a) With respect to a transaction occurring prior to such date as the Plan and Common Stock thereunder are covered by a valid Form S-8 or similar U.S. federal registration statement, Optionee agrees that in no event shall Optionee make a disposition of any of the Common Stock, unless and until: (i) Optionee shall have notified the Company of the proposed disposition and shall have furnished the Company with a statement of the circumstances surrounding the proposed disposition; and (ii) Optionee shall have furnished the Company with an opinion of counsel satisfactory to the Company to the effect that (A) such disposition will not require registration or qualification of such Common Stock under applicable U.S. federal, state or foreign securities laws or (B) appropriate action necessary for compliance with the U.S. federal, state or foreign securities laws has been taken; or (iii) the Company shall have waived, expressly and in writing, its rights under clauses (i) and (ii) of this Subsection.

  • Authority of the Representative Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding upon the Underwriters.

  • Purchaser Representative (a) Purchaser, on behalf of itself and its Subsidiaries, successors and assigns, by execution and delivery of this Agreement, hereby irrevocably appoints Shih-Xxxxx Xxxx in the capacity as the Purchaser Representative, as its agent, attorney-in-fact and representative, with full power of substitution to act in the name, place and stead of Purchaser, to act on behalf of Purchaser from and after the Closing in connection with: (i) bringing, managing, controlling, defending and settling on behalf of an Indemnitee any indemnification claims by any of them in accordance with Article IX, including controlling, defending, managing, settling and participating in any Third Party Claim in accordance with Section 9.4; (ii) making on behalf of Purchaser any determinations and taking all actions on their behalf relating to the determination of the Finally Determined Shares, the adjustment to the Exchange Consideration under Section 2.5 and any disputes with respect thereto, release of the Earnout Escrow Property under Section 2.6, and any disputes with respect thereto (iii) acting on behalf of Purchaser under the Escrow Agreement; (iv) terminating, amending or waiving on behalf of Purchaser any provision of this Agreement or any Ancillary Document which expressly contemplates that the Purchaser Representative will act on behalf of Purchaser; (v) signing on behalf of Purchaser any releases or other documents with respect to any dispute or remedy arising under this Agreement or any Ancillary Document which expressly contemplates that the Purchaser Representative will act on behalf of Purchaser; (vi) employing and obtaining the advice of legal counsel, accountants and other professional advisors as the Purchaser Representative, in its reasonable discretion, deems necessary or advisable in the performance of its duties as the Purchaser Representative and to rely on their advice and counsel; (vii) incurring and paying reasonable out-of-pocket costs and expenses, including fees of brokers, attorneys and accountants incurred pursuant to the transactions contemplated hereby, and any other reasonable out-of-pocket fees and expenses allocable or in any way relating to such transaction or any post-Closing consideration adjustment or indemnification claim; and (viii) otherwise enforcing the rights and obligations of any Purchasers under this Agreement or any Ancillary Document which expressly contemplates that the Purchaser Representative will act on behalf of Purchaser, including giving and receiving all notices and communications hereunder or thereunder on behalf of Purchaser. All decisions and actions by the Purchaser Representative shall be binding upon Purchaser and its Subsidiaries, successors and assigns, and neither Purchaser nor any other Party shall have the right to object, dissent, protest or otherwise contest the same. The provisions of this Section 13.15 are irrevocable and coupled with an interest. The Purchaser Representative hereby accepts its appointment and authorization as the Purchaser Representative under this Agreement.

  • Authority of the Representatives Any action by the Underwriters hereunder may be taken by the Representatives on behalf of the Underwriters, and any such action taken by the Representatives shall be binding upon the Underwriters.

  • Representative The employee, supervisor, or School Board may be represented during any step of the procedure by any person or agent designated by such party to act in his/her behalf.

  • Payee Representations For the purpose of Section 3(f) of this Agreement, Party A and Party B make the representations specified below, if any:

  • Company Representative Whenever under the provisions of this Agreement the approval of Company is required or Company is required to take some action at the request of Issuer, such approval shall be made or such action shall be taken by Company Representative and Issuer or Trustee shall be authorized to act on any such approval or action and Company shall have no redress against Issuer or Trustee as a result of any such action taken.

  • Employee Representations The Employee hereby represents and warrants to the Company that:

  • Sellers’ Representative (a) Each of the Sellers hereby appoints Xxxx Xxxxx as Seller’s Representative hereunder for the purposes of representing his or its individual interests. Each of the Sellers hereby authorizes the Sellers’ Representative to act on his or its behalf with respect to all matters arising under this Agreement requiring or contemplating the possibility of some notice to be sent to or from, or some action to be taken by, the Sellers, including acting as the Sellers’ representative for the purpose of settling on behalf of the Sellers any claims made by Buyer under Section 12.1(a)(i), representing the Sellers in any indemnification proceedings under Section 12.3, approving any waivers or amendments in accordance with Section 13.6, but excluding the settling of any claims made by Buyer under Section 12.1(a)(ii) against a Seller. Except as aforesaid, each Seller hereby agrees to be bound by any and all notices sent and actions taken (and notices not sent and actions not taken) by the Sellers’ Representative on his or its behalf pursuant to this Agreement. If for any reason the Sellers’ Representative shall be unable to perform its duties hereunder as Sellers’ Representative, the holders of a majority in interest of the Interests owned immediately prior to the Initial Closing shall appoint a replacement Sellers’ Representative. Buyer shall be entitled to rely exclusively upon any communications or writings given or executed by the Sellers’ Representative and shall not be liable in any manner whatsoever for any action taken or not taken in reliance upon the actions taken or not taken or communications or writings given or executed by the Sellers’ Representative. Buyer shall be entitled to disregard any notices or communications given or made by any Seller, in his or its individual capacity, which is contrary to a notice or communication given or made by the Sellers’ Representative.

  • Authority of Representatives In all dealings hereunder, the Representatives of the Underwriters of the Designated Securities shall act on behalf of each of such Underwriters, and the parties hereto shall be entitled to act and rely upon any statement, request, notice or agreement on behalf of any Underwriter made or given by such Representatives jointly or by such of the Representatives, if any, as may be designated for such purpose in the Pricing Agreement.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!