Common use of Reliance on Appointment; Successor Sellers’ Representative Clause in Contracts

Reliance on Appointment; Successor Sellers’ Representative. The Buyer and the other Buyer Indemnified Persons may rely on the appointment and authority of the Sellers’ Representative granted pursuant to this Section 11.4 until receipt of written notice of the appointment of a successor Sellers’ Representative made in accordance with this Section 11.4. In so doing, the Buyer and the other Buyer Indemnified Persons may rely on any and all actions taken by and decisions of the Sellers’ Representative under this Agreement notwithstanding any dispute or disagreement among any of the Sellers or the Sellers’ Representative with respect to any such action or decision without any Liability to, or obligation to inquire of, any Seller, the Sellers’ Representative or any other Person. Any decision, act, consent or instruction of the Sellers’ Representative shall constitute a decision of all the Sellers and shall be final and binding upon each of the Sellers. At any time after the Closing, with or without cause, by a written instrument that is signed in writing by holders of at least a majority-in-interest of the Sellers (determined by reference to their respective Combined Percentages) and delivered to Buyer, the Sellers may remove and designate a successor Sellers’ Representative.

Reliance on Appointment; Successor Sellers’ Representative. The Buyer and members of the other Buyer Indemnified Persons Group may rely on the appointment and authority of the Sellers’ Representative granted pursuant to this Section 11.4 until receipt of written notice of the appointment of a successor Sellers’ Representative made in accordance with this Section 11.410.7. In so doing, Buyer and members of the Buyer and the other Buyer Indemnified Persons Group may rely on any and all actions taken by and decisions of the Sellers’ Representative under this Agreement notwithstanding any dispute or disagreement among any of the Sellers Seller or the Sellers’ Representative with respect to any such action or decision without any Liability liability to, or obligation to inquire of, any Seller, the Sellers’ Representative or any other Person. Any decision, act, consent or instruction of the Sellers’ Representative shall constitute a decision of all the Sellers and shall be final and binding upon each Seller. The Sellers’ Representative may resign at any time upon written notice to each of the Sellers. At any time after In the Closingevent that the Sellers’ Representative resigns or is otherwise unable to serve, with or without cause, Sellers may remove and designate a successor Sellers’ Representative by a written instrument that is signed in writing by holders of at least a majority-in-interest of the Sellers (determined by reference to their respective Combined Percentages) and delivered to BuyerSellers; provided, the Sellers may remove and designate a that such successor Sellers’ RepresentativeRepresentative expressly assumes in writing the obligations of the Sellers’ Representative hereunder.

Reliance on Appointment; Successor Sellers’ Representative. The Buyer Purchaser and the other Buyer Purchaser Indemnified Persons may rely on the appointment and authority of the Sellers’ Representative granted pursuant to this Section 11.4 12.4 until receipt of written notice of the appointment of a successor Sellers’ Representative made in accordance with this Section 11.412.4. In so doing, the Buyer Purchaser and the other Buyer Purchaser Indemnified Persons may rely on any and all actions taken by and decisions of the Sellers’ Representative under this Agreement notwithstanding any dispute or disagreement among any of the Sellers or the Sellers’ Representative with respect to any such action or decision without any Liability liability to, or obligation to inquire of, any Seller, the Sellers’ Representative or any other Person. Any decision, act, consent or instruction of the Sellers’ Representative shall constitute a decision of all the Sellers and shall be final and binding upon each of the Sellers. At any time after the Closing, with or without cause, by a written instrument that is signed in writing by holders of at least a majority-in-interest of the Sellers (determined by reference to their respective Combined Pro Rata Percentages) and delivered to BuyerPurchaser, the Sellers may remove and designate a successor Sellers’ Representative.