Right to Designate. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Dealer to purchase, sell, receive or deliver any Shares or other securities to or from Counterparty, Dealer may designate any of its affiliates (each, a “Designee”) to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Dealer’s obligations in respect of the Transaction and any such Designee may assume such obligations.
Right to Designate. Each Participant may designate, upon forms to be furnished by and filed with the Committee, one or more primary Beneficiaries or alternative Beneficiaries to receive all or a specified part of the Participant's Vested Account in the event of the Participant's death. The Participant may change or revoke any such designation from time to time without notice to or consent from any Beneficiary or spouse. No such designation, change or revocation shall be effective unless executed by the Participant and received by the Committee during the Participant's lifetime.
Right to Designate. AIC shall have the right to designate one member of the Stockholders’ Committee (the AIC Designee) at all times until the earliest to occur of (i) Xxxxxx X. Xxxxxxx’x death or disability, (ii) the voluntary termination of Xxxxxx X. Xxxxxxx’x employment with APAM, and (iii) 180 days after the effective date of Xxxxxx X. Xxxxxxx’x involuntary termination of employment with APAM.
Right to Designate. (i) So long as the Preferred Stockholders a party to this Agreement on the date hereof collectively with their Permitted Transferees that are Affiliates thereof, continue to hold shares of Series A Preferred Stock and Common Stock representing in the aggregate at least twenty-five percent (25%) of the shares of Common Stock into which the shares of Series A Preferred Stock are convertible, the Preferred Stockholders shall have the right to designate two (2) persons for election to the Board; and (ii) the Common Stockholders shall have the right to nominate the remainder of the directors; provided, however, that so long as Falcon Mezzanine Partners, L.P. or its Affiliates ("Falcon") is a Preferred Stockholder and the Preferred Stockholders maintain their rights under this Section 5.2, Falcon shall have the right, on behalf of the Preferred Stockholders, to designate one (1) of such two (2) Board seats provided to the Preferred Stockholders under this Section 5.2., and for so long as Prudential Capital Partners, L.P. and/or Prudential Capital Partners Management Fund, L.P. or their Affiliates (collectively, "Prudential") are Preferred Stockholders and the Preferred Stockholders maintain their rights under this Section 5.2, Prudential have the right, on behalf of the Preferred Stockholders, to designate one (1) of such two (2) Board seats provided to the Preferred Stockholders under this Section 5.2. Falcon's initial designee to the Board, on behalf of the Preferred Stockholders, shall be Sxxxxxx Xxxx; and Prudential's initial designee to the Board, on behalf of the Preferred Stockholders, shall be Jxxxxxx X. Xxxxxxx. If at any time Falcon or Prudential shall not have such right to designate a Director, Preferred Stockholders voting on an as-converted basis shall have the right by majority vote to designate such Director(s). There shall be no cumulative voting with respect to such designation(s).
Right to Designate. Manitex shall have the right to designate a Person to become a party to this Agreement and to subscribe and pay for the New Shares in accordance with the terms hereof (the “Designated Person”), provided that such designation is made in compliance with the following provisions:
a. anything in any applicable provisions of law to the contrary notwithstanding, such designation will be sufficiently made if notified in writing to IPEF together with the written acceptance of the Person so designated;
b. such designation shall be notified to IPEF not later than 3 (three) Business Days prior to the Date of Closing;
c. the Designated Person will be an Affiliate of Manitex incorporated in Europe or the United Kingdom;
d. Manitex will be jointly liable with the Designated Person for the correct execution of the transactions contemplated in this Agreement and such joint liability will be confirmed in the notice under paragraph (b) above. Exhibit 10.1 Manitex International Inc. 0000 Xxxxxxxxxx Xxxxx Bridgeview, IL 60455 ((USA)
Right to Designate. Pursuant to section 1401 et seq. of the Code, the Person originally entering into this Agreement as the Purchaser may assign all (but not less than all) of its rights and delegate all (but not less than all) of its obligations under this Agreement to its wholly owned subsidiary Sun Hydraulik Holdings Limited, 0 Xxx Xxxxxx Xxxxxx, Xxxxxx, XX0X 0XX, Company number 02537433, or another direct or indirect wholly owned subsidiary of Purchaser, it being understood however that no such assignment and delegation will relieve the Person originally entering into this Agreement as the Purchaser of any of its obligations or duties hereunder and that therefore such Person and its assignee will be jointly and severally liable to the Sellers hereunder. The right under this Section 2.2 may be exercised by the Person originally entering into this agreement as the Purchaser by delivering to the Sellers a written notice at least 5 (five) Business Days prior to the Closing Date.
Right to Designate. 29 4.2 LIMITATION OF OWNER'S LIABILITY................................................... 30
Right to Designate. Until the earlier of (i) the date the Purchaser and its Affiliates collectively shall cease to own beneficially Company Securities at least equal to the Ownership Threshold (but not less than three (3) years from the Closing Date), or (ii) the termination or expiration of the Outside Service Provider Agreement, the Purchaser shall have the right to designate up to a maximum of three employees (the "Designated Employees") to be employed by the Company pursuant to this Section 5, who shall have suitable experience and be reasonably satisfactory to the Company, provided, that if the Purchaser and its Affiliates collectively cease to own beneficially Company Securities at least equal to the
Right to Designate. CEA II, Ltd. may from time to time designate any other Person or Persons, including StarNet/CEA, to exercise its Rights of Refusal pursuant to Sections 4.1, 4.2, 4.3 and 4.4 hereof, which designation shall be sufficient if in writing and delivered to VLW at the time of and together with notice of the exercise of any such Rights of Refusal. In such event, any notice to be given thereafter by VLW hereunder shall also be given to such designated Person but only with respect to the particular transaction. Initially, CEA II, Ltd. hereby designates StarNet/CEA to exercise such Rights of Refusal and no additional written notice as to such designation shall be required to be delivered to VLW with respect to such initial designation.
Right to Designate. Purchaser may purchase the Shares through a corporation or a company, provided that: (i) it notifies in writing the Seller of its intention to do so not later than 10 Business Days prior to the Closing Date indicating the name of the corporation or company which shall purchase the Shares ("Designee"); (ii) the Designee is, directly or indirectly, a wholly-owned subsidiary of the Purchaser; and (iii) the Designee accepts in writing at the Closing to be bound by all the obligations of the Purchaser under this Agreement, countersigning the same for said purposes. In any event the Purchaser shall not be relieved from any of its obligations under this Agreement and shall remain jointly and severally liable with the Designee for the full and prompt fulfilment of all of the Purchaser's obligations under this Agreement.
