Replacement of Representative; Termination. Sellers’ Representative may resign at any time by giving 30 days’ notice to Buyer and Sellers; provided, however, in no event shall Sellers’ Representative resign or be removed without Sellers’ Representative having first appointed a new Sellers’ representative hereunder who is reasonably satisfactory to Buyer and who shall assume such duties immediately upon the resignation or removal of Sellers’ Representative. In the event of the resignation or removal of Sellers’ Representative, a new Sellers’ Representative (who shall be reasonably acceptable to Buyer) shall be appointed by the vote or written consent of Sellers.
Replacement of Representative; Termination. (a) Prior to the Effective Date, the Representative may resign at any time by giving fifteen days written notice to Parent and the Company; provided, however, that such resignation shall not be effective unless and until a successor Representative has been appointed and accepts such position and the terms hereof and of any Representative Ancillary Agreement. In such event, the Participating Equity Holders holding Shares in respect of which at least a majority of the Closing Merger Consideration is to be paid as of the date of such notice shall appoint a successor Representative. Prior to the Effective Date, if the Representative becomes bankrupt, insolvent or ceases to exist or, in the case of a successor Representative that is a natural Person, dies or is otherwise unable to perform the Representative’s obligations under this Agreement, then the Participating Equity Holders holding Shares in respect of which at least a majority of the Closing Merger Consideration is to be paid as of the date of such notice shall appoint a successor Representative reasonably acceptable to Parent
Replacement of Representative; Termination. (a) Prior to the Effective Time, the Representative may resign at any time by giving 15 days’ prior written notice to Parent and the Company; provided, however, that such resignation shall not be effective unless and until a successor Representative has been appointed and accepts such position and the terms hereof and of the Escrow Agreement. In such event, the Company shall appoint a successor Representative reasonably acceptable to Parent. Prior to the Effective Time, if the Representative becomes bankrupt, insolvent or ceases to exist or, in the case of a successor Representative that is a natural Person, dies or is otherwise unable to perform the Representative’s obligations under this Agreement, then the Company shall appoint a successor Representative reasonably acceptable to Parent.
