Nominee Agreement Sample Contracts

October ___, 2007
Nominee Agreement • October 22nd, 2007 • Ramius Capital Group LLC • Plastic materials, synth resins & nonvulcan elastomers • New York
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Form of Nominee Agreement Saba Capital Management, L.P.
Nominee Agreement • October 23rd, 2023 • Saba Capital Management, L.P.

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the "Slate") of an affiliate of Saba Capital Management, L.P. (the "Nominating Party"), to stand for election as a trustee of Principal Real Estate Income Fund, a Delaware statutory trust (the "Fund"), in connection with a proxy solicitation (the "Proxy Solicitation") to be conducted by the undersigned and certain other parties in respect of the 2024 annual meeting of shareholders of the Fund expected to be held on or about April 2024 (including any adjournment or postponement thereof or any special meeting held in lieu thereof, the "Annual Meeting") or appointment or election by other means. You further agree to serve as a trustee of the Fund if so elected or appointed. The undersigned agrees to pay all of the costs arising from the Proxy Solicitation (the "Proxy Related Costs"). For the avoidance of doubt, the undersigned shall not be obligated to pay any costs in connection with your role

Form of Nominee Agreement Saba Capital Management, L.P. New York, NY 10174
Nominee Agreement • February 20th, 2024 • Saba Capital Management, L.P.

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the "Slate") of an affiliate of Saba Capital Management, L.P. (the "Nominating Party"), to stand for election as a trustee or director, as applicable, of any of (i) BlackRock Capital Allocation Term Trust; (ii) BlackRock ESG Capital Allocation Term Trust; (iii) BlackRock California Municipal Income Trust; (iv) BlackRock Innovation and Growth Term Trust; (v) BlackRock Health Sciences Term Trust; (vi) BlackRock Science and Technology Term Trust; (vii) BlackRock MuniYield Pennsylvania Quality Fund; (viii) BlackRock MuniHoldings New York Quality Fund, Inc.; (ix) BlackRock New York Municipal Income Trust; and (x) BlackRock MuniYield New York Quality Fund, Inc. (collectively, the "Funds"), in connection with any proxy solicitations (the "Proxy Solicitations") to be conducted by the undersigned and certain other parties in respect of the 2024 annual meeting of shareholders of the Funds expected to b

December __, 2010
Nominee Agreement • December 6th, 2010 • Ramius LLC • Semiconductors & related devices

Thank you for agreeing to serve as a nominee for election to the Board of Directors of Zoran Corporation (the “Company”) in connection with (i) a written consent solicitation that Ramius Value and Opportunity Master Fund Ltd and its affiliates (collectively, the “Ramius Group”) is considering undertaking for the election of directors to the Company’ Board and/or (ii) a proxy solicitation that the Ramius Group is considering undertaking to nominate and elect directors at the Company’s 2011 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (collectively, the “Ramius Group Solicitations”). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its stockholders. This letter will set forth the terms of our agreement.

July __, 2010
Nominee Agreement • July 22nd, 2010 • Ramius LLC • Computer communications equipment • New York

This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of investors (the “Ramius Group”), including Ramius Value and Opportunity Master Fund Ltd, a subsidiary of Ramius LLC, for election as a director of Extreme Networks, Inc. (the “Company”) at the Company’s 2010 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “Annual Meeting”).

Form of Nominee Agreement Saba Capital Management, L.P.
Nominee Agreement • September 23rd, 2024 • Saba Capital Management, L.P.

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the "Slate") of an affiliate of Saba Capital Management, L.P. (the "Nominating Party"), to stand for election as a director of ASA Gold and Precious Metals Limited, a Bermuda corporation (the "Fund"), in connection with a proxy solicitation (the "Proxy Solicitation") to be conducted by the undersigned and certain other parties in respect of the 2025 annual meeting of shareholders of the Fund expected to be held on or about March 2025 (including any adjournment or postponement thereof or any special meeting held in lieu thereof, the "Annual Meeting") or appointment or election by other means. You further agree to serve as a director of the Fund if so elected or appointed. The undersigned agrees to pay all of the costs arising from the Proxy Solicitation (the "Proxy Related Costs"). For the avoidance of doubt, the undersigned shall not be obligated to pay any costs in connection with your role

FORM OF NOMINEE AGREEMENT Saba Capital Management, L.P.
Nominee Agreement • August 27th, 2024 • Saba Capital Management, L.P.

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the "Slate") of an affiliate of Saba Capital Management, L.P. (the "Nominating Party"), to stand for election as a trustee of (i) Nuveen Pennsylvania Quality Municipal Income Fund; and (ii) Nuveen New Jersey Quality Municipal Income Fund (collectively, the "Funds"), in connection with any proxy solicitations (the "Proxy Solicitations") to be conducted by the undersigned and certain other parties in respect of the 2024 annual meetings of shareholders of the Funds (including any adjournment or postponement thereof or any special meetings held in lieu thereof, the "Annual Meetings") or appointment or election by other means. You further agree to serve as a trustee of any of the Funds if so elected or appointed. The undersigned agrees to pay all of the costs arising from the Proxy Solicitation (the "Proxy Related Costs"). For the avoidance of doubt, the undersigned shall not be obligated to pay a

NOMINEE AGREEMENT
Nominee Agreement • April 29th, 2021 • MHR Fund Management LLC • Motor vehicles & passenger car bodies • New York

This Nominee Agreement (the “Agreement”), effective as of April 27, 2021 (the “Effective Date”), is made and entered into by and between MHR Institutional Partners III LP (“Nominee”) and Fund III Sub LP (the “Company”, and together with Nominee, the “Parties”).

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 830 Third Avenue, 3rd Floor New York, New York 10022
Nominee Agreement • January 14th, 2013 • Starboard Value LP • Paper mills • New York

This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of investors (the “Starboard Group”), including Starboard Value and Opportunity Master Fund Ltd, an affiliate of Starboard Value LP, for election as a director of Wausau Paper Corp. (the “Company”) at the Company’s 2013 annual meeting of stockholders including or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof, (the “Annual Meeting”).

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017
Nominee Agreement • February 6th, 2023 • Starboard Value LP • Plastic materials, synth resins & nonvulcan elastomers

Thank you for agreeing to serve as a nominee for election to the Board of Directors of Rogers Corporation (the “Company”) in connection with the proxy solicitation that Starboard Value and Opportunity Master Fund Ltd and its affiliates (collectively, the “Starboard Group”) is considering undertaking to nominate and elect directors at the Company’s 2023 annual meeting of shareholders, or any other meeting of shareholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “Starboard Group Solicitation”). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its shareholders. This letter (“Agreement”) will set forth the terms of our agreement.

Form of Nominee Agreement
Nominee Agreement • December 23rd, 2019 • Voce Capital Management LLC • Title insurance

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the “Slate”) to be proposed by Voce Capital Management LLC or an affiliate thereof (the “Soliciting Party”), to stand for election as a director of Argo Group International Holdings, Ltd., a Bermuda exempted company limited by shares (the “Company”), in connection with a proxy solicitation (the “Proxy Solicitation”) to be conducted by the undersigned and certain other parties, or appointment or election by other means. You further agree to serve as a director of the Company if so elected or appointed. The undersigned agrees on behalf of the Soliciting Party to pay the costs of the Proxy Solicitation.

AGREEMENT CONCERNING DISTRIBUTION OF INVESTMENT FUNDS - Nominee Agreement BETWEEN Legal Name Distributor Local org. no. LEI no. (hereinafter referred to as the Distributor) AND Legal Name Manufacturer Local org. no. LEI no. (hereinafter referred to as...
Nominee Agreement • June 4th, 2020

Nominee Party authorised by The Financial Supervisory Authority of Norway to be listed as nominee in the Investment fund’s unit-holder register (in this Agreement, the Distributor is also nominee, unless stipulated otherwise in clause 3).

Nominee Agreement
Nominee Agreement • June 12th, 2021

Whereas Owner is the sole beneficial owner of the land described in Exhibit 1 to this Agreement, including all buildings and other fixed improvements thereon and all interests therein and rights appurtenant thereto;

Form of Nominee Agreement Saba Capital Management, L.P.
Nominee Agreement • May 14th, 2024 • Saba Capital Management, L.P.

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the "Slate") of an affiliate of Saba Capital Management, L.P. (the "Nominating Party"), to stand for election as a trustee of Eaton Vance California Municipal Bond Fund ("EVM") and Eaton Vance New York Municipal Bond Fund ("ENX", each a "Fund" and collectively, with EVM the "Funds"), in connection with a proxy solicitation (the "Proxy Solicitation") to be conducted by the undersigned and certain other parties in respect of the 2024 annual meeting of shareholders of the Funds expected to be held on or about July 2024 (including any adjournment or postponement thereof or any special meeting held in lieu thereof, the "Annual Meeting") or appointment or election by other means. You further agree to serve as a trustee of the Funds if so elected or appointed. The undersigned agrees to pay all of the costs arising from the Proxy Solicitation (the "Proxy Related Costs"). For the avoidance of doubt, t

Kepastian Hukum Nominee Agreement Kepemilikan Saham Perseroan Terbatas
Nominee Agreement • June 20th, 2016

This research discusses the establishment of Nomine Agreement especially in share ownership of Limited Company as well as the position of Nomine Agreement in Indonesian legal system. This was a normative research. The legal references were collected by conducting library research and document study. The findings show that first, the establishment of nominee agreement practically can be categorized into direct and indirect establishment of nominee agreement. Second, the existence of nominee agreement in the legal system in Indonesia has actually been prohibited in Article 33 point (1) and (2) of Law of Capital Investment. The fact that there is no strict prohibition in the Law of Limited Company concerning nominee shareholder prohibition has made nominee agreement develop well by establishing indirect nominee agreement and it is difficult to notice and prove such agreement.

DATED 20 BRINDLEYPLACE NOMINEE LIMITED and BRINDLEYPLACE CO-NOMINEE LIMITED (1)
Nominee Agreement • September 1st, 2010 • Hines Global REIT, Inc. • Real estate investment trusts • England and Wales
NOMINEE AGREEMENT dated March 27, 2018 made by and among CYTOVIA INTERNATIONAL LLC and NOVENTIA PHARMA SRL regarding the the European market authorizations of Ceplene® and other products of Cytovia
Nominee Agreement • May 5th, 2020

This nominee agreement ("Agreement") is as of the date mentioned on the first page but with retroactive effect as of January 1, 2018, (“Effective Date”) and entered into by and among:

NOMINEE AGREEMENT
Nominee Agreement • February 7th, 2022 • Stilwell Joseph • State commercial banks

This Nominee Agreement is made this 3rd day of February 2022, by and among Stilwell Activist Investments, L.P., Stilwell Activist Fund, L.P., and Stilwell Value Partners VII, L.P., (collectively, the “Stilwell Funds”), their General Partner, Stilwell Value LLC (“Stilwell Value” and together with the Stilwell Funds, “The Stilwell Group”), having their principal places of business at 111 Broadway, 12th Floor, New York, NY 10006, and Gregory H. Browne, an individual with offices at 1019 Webster Street, New Orleans, LA 70118 (“Nominee”).

PEMBATALAN HAK ATAS TANAH OBJEK NOMINEE AGREEMENT
Nominee Agreement • December 13th, 2021

Hak milik diartikan sebagai hak yang bersifat turun temurun, terkuat dan paling terpenuhi. Pasal 21 Undang-Undang Pokok Agraria mengatur bahwa hanya warga negara Indonesia yang dapat memiliki hak milik. Ini mencegah orang asing memperoleh tanah dengan hak kepemilikan. Oleh karena itu, mereka menggunakan perjanjian pinjam nama yang secara tidak langsung dapat membantu mereka memperoleh hak kepemilikan di Indonesia. Penelitian ini dimaksudkan untuk menganalisis keabsahan sertifikat hak atas tanah yang diterbitkan atas tanah yang diperoleh berdasarkan perjanjian pinjam nama dan apa yang harus dilakukan oleh pemerintah Indonesia terhadap masalah tersebut. Penelitian ini merupakan penelitian hukum normatif yang fokus mengkaji undang-undang yang ada dan konsep-konsep hukum yang terkait dengan masalah tersebut. mengenai permasalahan dalam penelitian ini, tidak hanya perjanjian nominee saja yang dinyatakan batal tetapi juga hak kepemilikan atas tanah yang diperoleh dengan perjanjian nominee ju

Form of Nominee Agreement PERSONAL AND CONFIDENTIAL [Nominee] [Nominee Address] [Nominee Address] [Nominee Address] Dear Mr. [Nominee]:
Nominee Agreement • April 23rd, 2019 • Water Asset Management LLC • Water supply

You agree that you are willing, should we so elect, to become a member of a slate of nominees (the “Slate”) to be proposed by Water Asset Management, LLC or an affiliate thereof (the “Soliciting Party”), to stand for election as a director of Cadiz Inc., a Delaware corporation (the “Company”), in connection with a proxy solicitation (the “Proxy Solicitation”) to be conducted by the undersigned and certain other parties, or appointment or election by other means. You further agree to serve as a director of the Company if so elected or appointed. The undersigned agrees on behalf of the Soliciting Party to pay the costs of the Proxy Solicitation.

EX-10.9 16 dex109.htm NOMINEE AGREEMENT Nominee Agreement between PayEase Beijing (HK) Limited and Loyalty Alliance Enterprise Corporation December 3, 2010 NOMINEE AGREEMENT
Nominee Agreement • May 5th, 2020 • California

This Nominee Agreement (this “Agreement”) is entered into as of December 3, 2010 between PayEase Beijing (HK) Limited, a Hong Kong corporation and its Subsidiaries (“PayEase Beijing” or “Nominee”), on the one hand, and Loyalty Alliance Enterprise Corporation, a Cayman Islands company, and its Subsidiaries (“Loyalty Alliance” or “Beneficial Owner”), on the other hand. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article I hereof.

NOMINEE AGREEMENT
Nominee Agreement • February 7th, 2012 • Harvard Illinois Bancorp, Inc. • Savings institution, federally chartered

This Nominee Agreement is made this 6th day of February, 2012 among Stilwell Value Partners II, L.P. and Stilwell Value Partners VII, L.P. (collectively referred to as "SVP"), having their offices at 111 Broadway, 12th Floor, New York, NY 10006, and Peter Wilson, an individual residing at 813 Vanslyke Drive, Fontana, WI 53125 ("Nominee").

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NOMINEE AGREEMENT
Nominee Agreement • September 12th, 2011 • Pathology Solutions, LLC

THIS NOMINEE AGREEMENT (the “Agreement”) is entered into as of , by and between , M.D., a physician licensed to practice medicine in the State of (the “Nominee”), and Aurora Diagnostics, LLC, a Delaware limited liability company (“Aurora”).

Nominee Agreement (English Translation)
Nominee Agreement • August 27th, 2010 • China Oumei Real Estate Inc. • Land subdividers & developers (no cemeteries)

Based on the principle of mutual trust, Party A and Party B hereby agree to sign and follow this agreement, and that that Party B shall hold Party A’s shares in certain Hong Kong company, on behalf of Party A (the beneficial owner) under this agreement..

NOMINEE AGREEMENT
Nominee Agreement • March 1st, 2013 • Harvard Illinois Bancorp, Inc. • Savings institution, federally chartered

This Nominee Agreement is made this 16th day of February, 2013 among Stilwell Value LLC ("Stilwell"), having its offices at 111 Broadway, 12th Floor, New York, NY 10006, and Scott Ripkey, an individual residing at 1021 Tarrant Drive Fontana, WI 53125 ("Nominee").

NOMINEE AND STOCK OPTION AGREEMENTS WITH GREGORY NOONAN, DATED JANUARY 9, 2006 Nominee Agreement
Nominee Agreement • January 19th, 2006 • Scpie Holdings Inc • Insurance carriers, nec

This Nominee Agreement is made this 9th day of January, 2006, among Stilwell Value Partners III, L.P. (“Stilwell Value Partners III”), having its offices at 26 Broadway, 23rd Floor, New York, New York 10014, and Gregory Noonan, residing at 26 Inverness Court, White Plains, NY 10605 (“Nominee”).

BROADFIN HEALTHCARE MASTER FUND, LTD. c/o Broadfin Capital, LLC 300 Park Avenue, 25th Floor New York, New York 10022
Nominee Agreement • September 4th, 2015 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus • New York

This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of investors (the “Broadfin Group”), including Broadfin Healthcare Master Fund, Ltd., an affiliate of Broadfin Capital, LLC, for election as a director of Cardica, Inc. (the “Company”) at the Company’s 2015 annual meeting of stockholders including or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof, (the “Annual Meeting”).

Form of Nominee Agreement Saba Capital Management, L.P.
Nominee Agreement • July 21st, 2020 • Saba Capital Management, L.P.

You agree that you are willing, should we so elect, to become a nominee (the “Slate”) of an affiliate of Saba Capital Management, L.P. (the “Nominating Party”), to stand for election as a trustee of Eaton Vance Senior Income Trust, a Massachusetts business trust (the “Fund”), in connection with a proxy solicitations (the “Proxy Solicitations”) to be conducted by the undersigned and certain other parties in respect of the 2020 annual meetings of stockholders of the Fund expected to be held on or about September 2020 (including any adjournment or postponement thereof or any special meeting held in lieu thereof, the “Annual Meetings”) or appointment or election by other means. You further agree to serve as a trustee of the Fund if so elected or appointed. The undersigned agrees to pay all of the costs arising from the Proxy Solicitations (the “Proxy Related Costs”). For the avoidance of doubt, the undersigned shall not be obligated to pay any costs in connection with your role as a truste

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 599 Lexington Avenue, 19th Floor New York, New York 10022
Nominee Agreement • September 13th, 2011 • Starboard Value LP • Semiconductors & related devices • New York

This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of investors (the “Starboard Group”), including Starboard Value and Opportunity Master Fund Ltd, an affiliate of Starboard Value LP, for election as a director of Openwave Systems Inc. (the “Company”) at the Company’s 2011 annual meeting of stockholders (including any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof, the “Annual Meeting”).

NOMINEE AGREEMENT
Nominee Agreement • February 24th, 2014 • Stilwell Joseph • Savings institution, federally chartered

This Nominee Agreement is made this 20th day of February, 2014, among Stilwell Value Partners II, L.P., Stilwell Value Partners V, L.P., Stilwell Value Partners VII, L.P., Stilwell Activist Fund, L.P., and Stilwell Activist Investments, L.P. (the “Stilwell Funds”), their General Partner, Stilwell Value LLC ("Stilwell Value"), Stilwell Partners, L.P. (“Stilwell Partners”), and its General Partner, Joseph Stilwell (“Stilwell” and collectively with the Stilwell Funds, Stilwell Value, and Stilwell Partners, “The Stilwell Group”), having their principal places of business at 111 Broadway, 12th Floor, New York, NY 10006, and Stephen S. Burchett, an individual with offices at 949 Third Avenue, Third Floor, Huntington, WV 25701 ("Nominee").

NOMINEE AGREEMENT
Nominee Agreement • February 24th, 2014 • Stilwell Joseph • Savings institution, federally chartered

This Nominee Agreement is made this 20th day of February, 2014, among Stilwell Value Partners II, L.P., Stilwell Value Partners V, L.P., Stilwell Value Partners VII, L.P., Stilwell Activist Fund, L.P., and Stilwell Activist Investments, L.P. (the “Stilwell Funds”), their General Partner, Stilwell Value LLC (“Stilwell Value”), Stilwell Partners, L.P. (“Stilwell Partners”), and its General Partner, Joseph Stilwell (“Stilwell” and collectively with the Stilwell Funds, Stilwell Value, and Stilwell Partners, “The Stilwell Group”), having their principal places of business at 111 Broadway, 12th Floor, New York, NY 10006, and Marshall L. Steen, an individual with offices at 3409 13th Street, Ashland, KY 41102 (“Nominee”).

December __, 2008
Nominee Agreement • January 12th, 2009 • Ramius LLC • Surgical & medical instruments & apparatus

Thank you for agreeing to serve as a nominee for election to the Board of Directors of Orthofix International N.V. (the “Company”) in connection with the solicitation statement for the solicitation of written requests to call a special meeting of shareholders of the Company (the “Special Meeting”), and subsequent proxy solicitation, that Ramius Value and Opportunity Master Fund Ltd and certain of its affiliates (collectively, the “Ramius Group”) are considering undertaking to nominate and elect directors at the Special Meeting (the “Ramius Group Solicitation”). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its shareholders. This letter will set forth the terms of our agreement.

February __, 2009
Nominee Agreement • March 3rd, 2009 • Foxhill Opportunity Master Fund LP • Services-computer processing & data preparation

Thank you for agreeing to serve as a nominee for election to the Board of Directors of iPass Inc. (the “Company”) in connection with the proxy solicitation that Foxhill Opportunity Master Fund, L.P. (“Foxhill Master Fund”), and certain of its affiliates, are considering undertaking to nominate and elect directors at the Company’s 2009 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “Solicitation”). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its stockholders. This letter agreement will set forth the terms of our agreement.

Nominee Agreement Form for an Investment Club
Nominee Agreement • November 11th, 2019

This form is required to complete the opening of your execution-only stockbroking account. For further details please contact your local office. Please ensure you have read the Stockbroking Services: Schedule of Charges and the Stockbroking and Dealing with Advice Terms of Business (available at www.redmayne.co.uk/terms).

LONE STAR VALUE INVESTORS, LP c/o Lone Star Value Management, LLC 53 Forest Avenue, 1st Floor Old Greenwich, Connecticut 06870
Nominee Agreement • March 13th, 2017 • Lone Star Value Management LLC • Services-computer programming services

Thank you for agreeing to serve as a nominee for election to the Board of Directors of Ciber, Inc. (the "Company") in connection with the proxy solicitation that Lone Star Value Co-Invest, LP and its affiliates (collectively, the "LSV Group") is considering undertaking to nominate and elect directors at the Company's 2017 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the "13D Group Solicitation"). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its stockholders. This letter ("Agreement") will set forth the terms of our agreement.

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