Common use of Right to Appoint Observer Clause in Contracts

Right to Appoint Observer. Until the earlier of the consummation of a Business Combination or two years from the Effective Date, upon notice from Xxxxxx to the Company, Xxxxxx shall have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors of the Company; provided that such representative shall sign a Regulation FD compliant confidentiality agreement which is reasonably acceptable to Xxxxxx and its counsel in connection with representatives attendance at meetings of the Board of Directors; and provided further that upon written notice to Xxxxxx, the Company may exclude Xxxxxx from meetings where, in the written opinion of counsel for the Company, the Representative’s presence would destroy the attorney-client privilege. The Company agrees to give Xxxxxx written notice of each such meeting and to provide Xxxxxx with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors and to reimburse Xxxxxx for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation.

Appears in 3 contracts

Samples: Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Argyle Security Acquisition CORP), Underwriting Agreement (Argyle Security Acquisition CORP)

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Right to Appoint Observer. Until the earlier of the consummation of a Business Combination or two years from the Effective Date, upon notice from Xxxxxx to the Company, Xxxxxx shall have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors of the Company; provided that such representative shall sign a Regulation FD compliant confidentiality agreement which is reasonably acceptable to Xxxxxx and its counsel in connection with representatives such Underwriter's attendance at meetings of the Board of Directors; and provided further that upon written notice to Xxxxxx, the Company may exclude Xxxxxx from meetings where, in the written opinion of counsel for the Company, the Representative’s Underwriter's presence would destroy the attorney-client privilege. The Company agrees to give Xxxxxx written notice of each such meeting and to provide Xxxxxx with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors and to reimburse Xxxxxx of Xxxxxx for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation.

Appears in 3 contracts

Samples: Underwriting Agreement (Vector Intersect Security Acquisition Corp.), Underwriting Agreement (Vector Intersect Security Acquisition Corp.), Underwriting Agreement (Argyle Security Acquisition CORP)

Right to Appoint Observer. Until the earlier of the consummation of a Business Combination or two years from the Effective DateCombination, upon notice from Xxxxxx to the Company, Xxxxxx shall have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors of the Company; provided that such representative shall sign a Regulation FD compliant confidentiality agreement which is reasonably acceptable to Xxxxxx and its counsel in connection with representatives such representative's attendance at meetings of the Board of Directors; and provided further that upon written notice to Xxxxxx, the Company may exclude Xxxxxx the representative from meetings where, in the written opinion of counsel for the Company, the Representative’s representative's presence would destroy the attorney-client privilege. The Company agrees to give Xxxxxx written notice of each such meeting and to provide Xxxxxx with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors and to reimburse the representative of Xxxxxx for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation.

Appears in 2 contracts

Samples: Underwriting Agreement (InterAmerican Acquisition Group Inc), Underwriting Agreement (InterAmerican Acquisition Group Inc)

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Right to Appoint Observer. Until the earlier of the consummation of a Business Combination or two years from the Effective Date, upon notice from Xxxxxx Rxxxxx to the Company, Xxxxxx Rxxxxx shall have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors of the Company; provided that such representative shall sign a Regulation FD compliant confidentiality agreement which is reasonably acceptable to Xxxxxx Rxxxxx and its counsel in connection with representatives attendance at meetings of the Board of Directors; and provided further that upon written notice to XxxxxxRxxxxx, the Company may exclude Xxxxxx Rxxxxx from meetings where, in the written opinion of counsel for the Company, the Representative’s presence would destroy the attorney-client privilege. The Company agrees to give Xxxxxx Rxxxxx written notice of each such meeting and to provide Xxxxxx Rxxxxx with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors and to reimburse Xxxxxx Rxxxxx for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation.

Appears in 1 contract

Samples: Underwriting Agreement (Argyle Security Acquisition CORP)

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