Common use of Purchaser Representative Clause in Contracts

Purchaser Representative. If the Company or the holders of the Company’s securities enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), the holders of Option Shares shall, at the request of the Company, appoint a purchaser representative (as such term is defined in Rule 501 promulgated under the Securities Act) reasonably acceptable to the Company. If the holders of Option Shares appoint the purchaser representative designated by the Company, the Company shall pay the fees of such purchaser representative, but if the holders of Option Shares decline to appoint the purchaser representative designated by the Company such holders shall appoint another purchaser representative (reasonably acceptable to the Company), and such holders shall be responsible for the fees of the purchaser representative so appointed.

Appears in 2 contracts

Samples: Stock Option Agreement (Si International Inc), Stock Option Agreement (Si International Inc)

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Purchaser Representative. If the Company or the holders of the Company’s 's securities enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act Regulation D (or any similar rule then in effector regulation thereunder) promulgated by the Securities and Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), the holders each holder of Option Retained Shareholder Shares shall, at the request of the Company, appoint a purchaser representative (as such term is defined in Rule 501 promulgated under the Securities ActRegulation D) reasonably acceptable to the Company. If the holders any holder of Option Retained Shareholder Shares appoint the appoints a purchaser representative designated by the Company, the Company shall pay the fees of such purchaser representative, but if the holders any holder of Option Retained Shareholder Shares decline declines to appoint the purchaser representative designated by the Company such holders holder shall appoint another purchaser representative (reasonably acceptable to the Company), and such holders holder shall be responsible for the fees of the purchaser representative so appointed.

Appears in 2 contracts

Samples: Stock Purchase and Redemption Agreement (Greenfield Online Inc), Shareholders' Agreement (Greenfield Online Inc)

Purchaser Representative. If the Company or the holders of the Company’s securities enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), the holders of Option Shares Restricted Securities shall, at the request of the Company, appoint a purchaser representative representative” (as such term is defined in Rule 501 promulgated under the Securities Act501) reasonably acceptable to the Company. If the holders any holder of Option Shares appoint the Restricted Securities appoints a purchaser representative designated by the Company, the Company shall pay the fees of such purchaser representative. However, but if the holders any holder of Option Shares decline Restricted Securities declines to appoint the purchaser representative designated by the Company Company, such holders holder shall appoint another purchaser representative (reasonably acceptable to the Company), and such holders holder shall be responsible for the fees of the purchaser representative so appointed.

Appears in 1 contract

Samples: Subscription Agreement (Great Lakes Dredge & Dock Corp)

Purchaser Representative. If the Company Company, any of its Subsidiaries or the holders of the Company’s securities enter Requisite Investors enters into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities and Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), the holders of Option Shares each Excluded Investor shall, at the request of the Company, appoint a purchaser representative representative” (as such term is defined in Rule 501 promulgated under the Securities Act) reasonably acceptable to designated by the Company. If the holders of Option Shares appoint the any Holder so appoints such purchaser representative designated by the Companyrepresentative, the Company shall pay the fees of such purchaser representative. However, but if the holders of Option Shares decline any Holder declines to appoint the purchaser representative designated by the Company Company, such holders Holder shall appoint another purchaser representative (reasonably acceptable to the Company), and such holders Holder shall be responsible for the fees of the purchaser representative so appointed.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Vital Therapies Inc)

Purchaser Representative. If the Company or the holders of the Company’s 's securities enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), the holders of Option Shares shallIndividual Stockholder will, at the request of the Company, appoint a "purchaser representative representative" (as such term is defined in Rule 501 promulgated under the Securities Act) reasonably acceptable to the Company. If the holders of Option Shares appoint any Individual Stockholder appoints the purchaser representative designated by the Company, the Company shall will pay 11 11 the fees and expenses of such purchaser representative, but if the holders of Option Shares decline any Individual Stockholder declines to appoint the purchaser representative designated selected by the Company Company, such holders shall Individual Stockholder will promptly appoint another a purchaser representative (reasonably acceptable to the Company), and such holders shall Individual Stockholder will be responsible for the fees and expenses of the purchaser representative so appointed.

Appears in 1 contract

Samples: Stockholders Agreement (CTB International Corp)

Purchaser Representative. If the Company or the holders of the Company’s securities Stockholder Shares enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities Exchange Commission may be available with respect to such negotiation or transaction (including including, without limitation, a merger, consolidation or other reorganization), the holders of Option Stockholder Shares shall, shall at the request of the Company, appoint a purchaser representative representative” (as such term is defined in Rule 501 (or any similar rule then in effect) promulgated under by the Securities ActExchange Commission) reasonably acceptable to the Company. If the holders any holder of Option Stockholder Shares appoint the appoints a purchaser representative designated by the Company, the Company shall pay the fees of such purchaser representative. However, but if the holders any holder of Option Stockholder Shares decline declines to appoint the purchaser representative designated by the Company Company, such holders holder shall appoint another purchaser representative (reasonably acceptable to the Company), and such holders holder shall be responsible for the fees of the purchaser representative so appointed.

Appears in 1 contract

Samples: Stockholders Agreement (Aveanna Healthcare Holdings, Inc.)

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Purchaser Representative. If the Company or the holders of the Company’s 's securities enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities and Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), the holders of Option Stockholder Shares shallwill, at the request of the Company, appoint a purchaser representative (as such term is defined in Rule 501 promulgated under the Securities Act) reasonably acceptable to the Company. If the holders any holder of Option Stockholder Shares appoint the appoints a purchaser representative designated by the Company, the Company shall will pay the fees of such purchaser representative, but if the holders any holder of Option Stockholder Shares decline declines to appoint the purchaser representative designated by the Company Company, such holders shall holder will appoint another purchaser representative (reasonably acceptable to the Company)representative, and such holders shall holder will be responsible for the fees of the purchaser representative so appointed.

Appears in 1 contract

Samples: Stockholders Agreement (Torque Acquisition Co LLC)

Purchaser Representative. If the Company or the holders any of the Company’s securities , any of its Subsidiaries, or the Investors enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), each of the holders of Option Shares other Unitholders that is not an “accredited investor” as such term is defined under the Securities Act and the rules and regulations promulgated thereunder shall, at the request of the Company, appoint a purchaser representative representative” (as such term is defined in Rule 501 promulgated under the Securities Act) reasonably acceptable to designated by the Company. If the holders of Option Shares appoint the any such Unitholder so appoints a purchaser representative designated by the Companyrepresentative, the Company shall pay the fees of such purchaser representative. However, but if the holders of Option Shares decline any such Unitholder declines to appoint the purchaser representative designated by the Company Company, such holders Unitholder shall appoint another purchaser representative (reasonably acceptable to the Company), and such holders Unitholder shall be responsible for the fees of the purchaser representative so appointed.

Appears in 1 contract

Samples: Limited Liability Company Agreement (loanDepot, Inc.)

Purchaser Representative. If the Company or the holders of the Company’s securities Stockholder Shares enter into any negotiation or transaction for which Rule 506 promulgated under the Securities Act (or any similar rule then in effect) promulgated by the Securities and Exchange Commission may be available with respect to such negotiation or transaction (including a merger, consolidation or other reorganization), each holder of Stockholder Shares which is not an accredited investor (as that term is defined in Rule 501 or any similar rule then in effect ("Rule 501") promulgated by the holders of Option Shares shallSecurities and Exchange Commission) will, at the request of the CompanyBoard, appoint a purchaser representative (as such term is defined in Rule 501 promulgated under the Securities Act501) designated by or reasonably acceptable to the CompanyBoard. If the holders any holder of Option Stockholder Shares appoint the appoints a purchaser representative designated by the CompanyBoard, the Company shall pay will be responsible for the fees of such the purchaser representative, but if the holders representative so appointed. If any holder of Option Stockholder Shares decline declines to appoint the purchaser representative designated by the Company Board, such holders shall holder will appoint another purchaser representative (reasonably acceptable to the Company), Board) and such holders shall holder will be responsible for the fees of the purchaser representative so appointed.

Appears in 1 contract

Samples: Stockholders Agreement (Hillman Companies Inc)

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