Proxy Agreement. Quan Toodou and its shareholders have entered into a proxy agreement with Reshuffle Technology, under which each shareholder of Xxxx Xxxxxx irrevocably undertakes to execute powers of attorney to persons designated by Reshuffle Technology that irrevocably authorize them to vote as the shareholders' attorneys-in-fact on all matters of Xxxx Xxxxxx requiring shareholder approval, including the appointment and election of board members and senior management members. The proxy agreement became effective upon execution and, according to its terms, will remain in effect until it is terminated by the written agreement of the parties or by the non-breaching party in the event of a breach.
Proxy Agreement. Shanghai Suzao and its shareholders have entered into a proxy agreement with Reshuffle Technology, under which each shareholder of Shanghai Suzao irrevocably undertakes to execute powers of attorney to persons designated by Reshuffle Technology that irrevocably authorize them to vote as the shareholders' attorneys-in-fact on all matters of Shanghai Suzao requiring shareholder approval, including the appointment and election of board members and senior management members. The proxy agreement became effective upon execution and, according to its terms, will remain in effect until it is terminated by the written agreement of the parties or by the non-breaching party in the event of a breach.
Proxy Agreement. Beijing Tixian and its shareholders have entered into a proxy agreement with Reshuffle Technology, under which each shareholder of Beijing Tixian irrevocably undertakes to execute powers of attorney to persons designated by Reshuffle Technology that irrevocably authorize them to vote as the shareholders' attorneys-in-fact on all matters of Beijing Tixian requiring shareholder approval, including the appointment and election of board members and senior management members. The proxy agreement became effective upon execution and, according to its terms, will remain in effect until it is terminated by the written agreement of the parties or by the non-breaching party in the event of a breach.
Proxy Agreement. The nominee shareholders of the VIEs irrevocably appointed Reshuffle Shanghai's officers to vote on their behalf on all matters they are entitled to vote on, including matters relating to the transfer of any or all of their respective equity interests in VIEs, making all the operational, financial decisions and the appointment of the directors, general managers and other senior management of the VIEs. The Proxy Agreements between Reshuffle Shanghai and the shareholders of Xxxx Xxxxxx, Suzao and Xxxxxx became effective on May 10, 2006, March 2, 2009 and May 20, 2009, respectively. All the Proxy Agreements shall remain effective until they are terminated in writing by the shareholders of the VIEs and Reshuffle Shanghai. •
Proxy Agreement. (a) The Proxy Agreement shall continue to remain in effect as of and following the Effective Time, until thereafter amended as provided therein. The Company shall take all actions necessary and cooperate with Parent such that the Company and its Subsidiaries are covered by the Proxy Agreement at the Closing or promptly following the Closing, including by entering into a commitment letter with Parent and DCSA with respect to the same prior to the Closing. The Parties agree that Parent, the Company and its Subsidiaries, as may be applicable, shall promptly pursue and take all actions necessary to effectuate the administrative termination of each Company FOCI Mitigation Agreement effective as of the Closing.
(b) The Parties agree that, subject to the commitment letter to be entered into with DCSA and U.S. national industrial security requirements applicable to certain Subsidiaries of the Company and the Parent, the Parties intend for the Company and its Subsidiaries, following Closing, to operate as a distinct business within the Parent’s structure, and for the officers of the Company and its Subsidiaries, as may be applicable, to be the leaders of and manage that business following Closing, pursuant to any necessary corporate authorizations, consistent with the governance and management structure of the Parent, in each case, to the extent consistent with and as more specifically provided in Section 6.19.
Proxy Agreement. Parties:
(1) An Offshore Holding Company or its applicable PRC Subsidiary (as applicable) (for the purpose of the Proxy Agreement, the “Authorized Party”); and
(2) the Nominee Shareholder(s) of the applicable Consolidated Entity (for the purpose of the Proxy Agreement, the “Authorizer”).
Proxy Agreement. The failure of the Proxy Agreement to be terminated (or amended in form and substance reasonably satisfactory to the Administrative Agent) on or prior to the date that is one hundred and eighty (180) days after the Closing Date (as such deadline may be extended upon the consent of the Administrative Agent (such consent not to be unreasonably withheld));
Proxy Agreement. Parties:
(1) Ms. Xxxx Xxxx Ping (“Xx. Xxxx”) (2) Xx. Xxxxx Xxxx Xxxx (“Xx. Xxxxx”) (3) a wholly-foreign owned enterprise (“WFOE”) (4) 上海威搜游科技有限公司 (“VSOYOU”)
Proxy Agreement. Borrower agrees to execute, and agrees to cause Pledged Entity to execute an Irrevocable Proxy Agreement (“Proxy Agreement”) substantially in the form of Exhibit B attached hereto.
Proxy Agreement. Andover shall use its best efforts to obtain from the holders of a percentage of the Andover Common Stock acceptable to MSMT and CDIP a written proxy in favor of Vicis Capital Master Fund, the form of which is attached hereto as Exhibit 4.7 (the “Form of Proxy”).
