Xxxxxxx Group Representative definition

Xxxxxxx Group Representative means any natural person who is a member of the Xxxxxxx Group duly appointed and serving as the representative of the Xxxxxxx Group for purposes of this Agreement. The Xxxxxxx Group may, at any time by a written notice delivered to TCI and the members of the Xxxxxx Group, remove and replace the Person then serving as Xxxxxxx Group Representative, provided that such representative shall at all times be a natural person and a member of the Xxxxxxx Group.
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Examples of Xxxxxxx Group Representative in a sentence

  • In the event of the death, incapacity or removal of the Person serving as the Xxxxxxx Group Representative, the Xxxxxxx Group shall promptly designate a successor.

  • Not later than the tenth day after the Xxxxxxx Group Representative receives written notice from JCM or such Company of the intended mailing (at any time after the date of this Agreement) of notice to stockholders of any Company of a meeting for the purpose of electing directors, the Xxxxxxx Group Representative shall notify each of JCM, TCI and such Company in writing of the name of the individual designated by the Xxxxxxx Group as their nominee as Designated Director.

  • Except as otherwise specifically permitted or required pursuant to this Agreement, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any party without the prior written consent of TCI, JCM and the Xxxxxxx Group Representative.

  • Pending such designation, each party to this Agreement shall be entitled to treat as the Xxxxxxx Group Representative the member of the Xxxxxxx Group who holds of record the greatest number of TCI High Vote Shares.

  • In addition, unless JCM and the Xxxxxxx Group Representative otherwise agree in writing, if any such party subsequently acquires Beneficial Ownership of any High Vote Shares of any Company, such party shall be required to simultaneously once again become a party to this Agreement and a member of his original Group.

  • Without limiting the generality of Section 6.2, the members of the Xxxxxx Group and each Covered Issuer shall be entitled to rely exclusively and conclusively on information provided by the Xxxxxxx Group Representative as to any such allocation or other matters in connection with the exercise of the rights of the Xxxxxxx Group under this Article III and shall not, in any event, have any liability to any member of the Xxxxxxx Group as a result of such reliance.

  • If different forms of noncash consideration are to be given to the Persons listed in (A) above than to the Persons listed in (B) above, and there is any disagreement between the Independent Committee and any such Person or the Xxxxxxx Group Representative as to the value of any such consideration for the purposes of determining if there is a Prohibited Premium, then the noncash consideration shall be valued by using the appraisal procedures set forth in Section 2.3(c).

  • Subject to Section 7.13 hereof, the provisions of this Agreement, including the provisions of this sentence, may not be amended, modified or supplemented, and waivers of or consents to departures from the provisions hereof may not be given unless approved in writing by the Company and the Xxxxxxx Group Representative.

  • Pending such designation, each party to this Agreement shall be entitled to treat as the Xxxxxxx Group Representative the member of the Xxxxxxx Group who holds of record the greatest number of shares of High Vote Stock.

  • At least five (5) Business Days prior to the Closing Date, the Company shall notify (the "Public Sale Notice") the Xxxxxxx Group Representative, on behalf of the Holder or each Transferor, as the case may be, as to the portion of the Closing Date Amount or Company Price, as applicable, to be paid in shares of Low Vote Stock (the "Public Sale Dollar Amount").

Related to Xxxxxxx Group Representative

  • Lender Group Representatives has the meaning specified therefor in Section 17.9 of the Agreement.

  • Advisory Representative means any Supervised Person, who in connection with his or her regular functions or duties, normally makes, participates in, or otherwise obtains current information regarding the Purchase or Sale of a Security by the Firm, or whose functions relate to the making of any recommendations with respect to such purchases or sales, and any natural Person in a Control relationship to the Firm who obtains information concerning recommendations made concerning a Purchase or Sale of a Security. This definition includes but is not limited to the following: partner, officer, Manager, investment person, Portfolio Manager and any other Supervised Person of the Firm designated as an “Advisory Representative” from time to time by the Review Officer.

  • Tax Representative has the meaning set forth in Section 9.3(a).

  • LOCKHEED XXXXXX Procurement Representative means a person authorized by LOCKHEED XXXXXX'x cognizant procurement organization to administer and/or execute this Contract.

  • Investor Representative has the meaning assigned to such term in Section 2.1(a).

  • Customer Service Representative (or "CSR") shall mean any person employed with or under contract or subcontract to a Cable Operator to assist, or provide service to, customers, whether by telephone, writing service or installation orders, answering customers' questions in person, receiving and processing payments, or performing any other customer service-related tasks.

  • Procurement Representative means the person authorized by ULA’s cognizant procurement organization to administer and/or execute this Contract.

  • Partnership Representative has the meaning set forth in Section 5.2(a).

  • Supplier Representative means the representative appointed by the Supplier from time to time in relation to this Framework Agreement;

  • Management Representative means an individual designated to hear grievances on behalf of the University.

  • Holder Representative has the meaning specified in Section 11.1.

  • Principal’s Representative means the person nominated by the Principal or other person from time to time appointed in writing by the Principal to act as the Principal’s Representative for the purposes of the Contract.

  • Distributor representative means a representative employed by a distributor branch or distributor.

  • Licensing representative means a person authorized by the Department under Section 5 of the Child Care Act of 1969 to examine facilities for licensure.

  • Factory representative means an agent or employee of a manufacturer, distributor, or factory branch retained or employed for the purpose of making or promoting the sale of new motor vehicles or for supervising or contracting with new motor vehicle dealers or proposed motor vehicle dealers.

  • Union Representative means a representative from the Union authorized by the Union to act on behalf of an Employee.

  • Designated Senior Representative means (i) if at any time there is only one Senior Representative for a Senior Facility with respect to which the Discharge of Senior Obligations has not occurred, such Senior Representative and (ii) at any time when clause (i) does not apply, the Applicable Authorized Representative (as defined in the First Lien Intercreditor Agreement) at such time.

  • Shareholder Representative has the meaning set forth in the preamble.

  • Member Representative means an individual who can make OHP-related decisions for a member who is not able to make such decisions themselves.

  • Industry representative means an individual who is compensated by

  • Note Holder Representative means a Controlling Note Holder Representative or a Non-Controlling Note Holder Representative, as applicable.

  • public representative means an individual who is not a member, former member, student or former student of any accounting body;

  • Corporate Representative means an Individual authorised by resolution of the directors or other governing body of a body corporate to represent it;

  • Companion Loan Holder Representative With respect to each Serviced Companion Loan, any representative appointed by the related Companion Loan Holder.

  • LOCKHEED MARTIN Procurement Representative means a person authorized by LOCKHEED MARTIN's cognizant procurement organization to administer and/or execute this Contract.

  • Customer Representative means the representative appointed by the Customer from time to time in relation to this Call Off Contract;