Common use of SHAREHOLDERS' AGENTS Clause in Contracts

SHAREHOLDERS' AGENTS. (a) Xxxxxxx Xxxxxxxx and Xxxxxxx Xxxxxx shall be constituted and appointed as agents (the "SHAREHOLDERS' AGENTS") for and on behalf of the Former Target Shareholders to give and receive notices and communications, to authorize delivery to Acquiror of the Escrow Shares or other property from the Escrow Fund in satisfaction of claims by Acquiror, to object to such deliveries, to agree to, negotiate, enter into settlements and compromises of, and demand arbitration and comply with orders of courts and awards of arbitrators with respect to such claims, and to take all actions necessary or appropriate in the judgment of the Shareholders' Agents for the accomplishment of the foregoing. All actions of the Shareholders' Agents shall be taken jointly, not individually. Such agency may be changed by the holders of a majority in interest of the Escrow Shares from time to time upon not less than ten (10) days' prior written notice to Acquiror. No bond shall be required of the Shareholders' Agents, and the Shareholders' Agents shall receive no compensation for services. Notices or communications to or from the Shareholders' Agents shall constitute notice to or from each of the Former Target Shareholders.

Appears in 1 contract

Samples: Agreement and Plan (Yahoo Inc)

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SHAREHOLDERS' AGENTS. (a) Xxxxxxx Xxxxxxxx X. Xxxxx and Xxxxxxx X. Xxxxxx shall be constituted and appointed as agents (the "SHAREHOLDERSShareholders' AGENTSAgents") for and on behalf of the Former Target Shareholders to give and receive notices and communications, to authorize delivery to Acquiror of the Escrow Shares Shares, Escrow Cash or other property from the Escrow Fund in satisfaction of claims by Acquiror, to object to such deliveries, to agree to, negotiate, enter into settlements and compromises of, and demand arbitration and comply with orders of courts and awards of arbitrators with respect to such claims, and to take all actions necessary or appropriate in the judgment of the Shareholders' Agents for the accomplishment of the foregoing. All actions of the Shareholders' Agents shall be taken jointly, not individually. Such agency may be changed by the holders of a majority in interest of the Escrow Shares or Escrow Cash from time to time upon not less than ten (10) days' prior written notice to Acquiror. No bond shall be required of the Shareholders' Agents, and the Shareholders' Agents shall receive no compensation for services. Notices or communications to or from the Shareholders' Agents shall constitute notice to or from each of the Former Target Shareholders.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Durect Corp)

SHAREHOLDERS' AGENTS. (a) Xxxxxxx Xxxxxxxx Xxxxx Xxx and Xxxxxxx Xxxxxx Xxxxx Xxxxx shall be constituted and appointed as agents (the "SHAREHOLDERS' AGENTS") for and on behalf of the Former Target Shareholders SHAREHOLDERs to give and receive notices and communications, to authorize delivery to Acquiror HearMe of the Escrow Shares or other property from the Escrow Fund in satisfaction of claims by AcquirorHearMe, to object to such deliveries, to agree to, negotiate, enter into settlements and compromises of, and demand arbitration and comply with orders of courts and awards of arbitrators with respect to such claims, and to take all actions necessary or appropriate in the judgment of the ShareholdersSHAREHOLDERs' Agents for the accomplishment of the foregoing. All actions of the ShareholdersSHAREHOLDERs' Agents shall be taken jointly, not individually. Such agency may be changed by the holders of a majority in interest of the Escrow Shares from time to time upon not less than ten (10) days' prior written notice to AcquirorHearMe. No bond shall be required of the ShareholdersSHAREHOLDERs' Agents, and the ShareholdersSHAREHOLDERs' Agents shall receive no compensation for services. Notices or communications to or from the ShareholdersSHAREHOLDERs' Agents shall constitute notice to or from each of the Former Target ShareholdersSHAREHOLDERs.

Appears in 1 contract

Samples: Merger Agreement (Hearme)

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SHAREHOLDERS' AGENTS. (a) Xxxxxxx Xxxxxxxx Xxxxx Xxx and Xxxxxxx Xxxxxx Xxxxx Xxxxx shall be constituted and appointed as agents (the "SHAREHOLDERS' AGENTS") for and on behalf of the Former Target Shareholders SHAREHOLDERS to give and receive notices and communications, to authorize delivery to Acquiror HearMe of the Escrow Shares or other property from the Escrow Fund in satisfaction of claims by AcquirorHearMe, to object to such deliveries, to agree to, negotiate, enter into settlements and compromises of, and demand arbitration and comply with orders of courts and awards of arbitrators with respect to such claims, and to take all actions necessary or appropriate in the judgment of the ShareholdersSHAREHOLDERS' Agents for the accomplishment of the foregoing. All actions of the ShareholdersSHAREHOLDERS' Agents shall be taken jointly, not individually. Such agency may be changed by the holders of a majority in interest of the Escrow Shares from time to time upon not less than ten (10) days' prior written notice to AcquirorHearMe. No bond shall be required of the ShareholdersSHAREHOLDERS' Agents, and the ShareholdersSHAREHOLDERS' Agents shall receive no compensation for services. Notices or communications to or from the ShareholdersSHAREHOLDERS' Agents shall constitute notice to or from each of the Former Target ShareholdersSHAREHOLDERS.

Appears in 1 contract

Samples: Merger Agreement (Hearme)

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