Common use of Appointment; Acceptance Clause in Contracts

Appointment; Acceptance. Each of the Sellers shall be deemed to have agreed to irrevocably constitute and appoint ▇▇▇▇▇▇▇ ▇▇▇▇ Long, acting as hereinafter provided, as the Sellers’ Representative, and appoint the Sellers’ Representative as their exclusive attorney-in-fact and agent in their name, place, and ▇▇▇▇▇ in connection with the transactions and agreements contemplated by this Agreement and the other Transaction Documents and acknowledge that such appointment and the powers, immunities and rights to indemnification granted to the Sellers’ Representative hereunder are coupled with an interest and are intended to be durable and to survive the disability or mental incapacity of each Seller and survive the death, incompetence, bankruptcy or liquidation of the respective member of the Seller and shall be binding on any successor, heir, or Representative thereto. By executing and delivering this Agreement under the heading “Sellers’ Representative,” ▇▇▇▇▇▇ ▇▇▇▇ Long hereby: (a) accepts his appointment and authorization to act as the Sellers’ Representative as attorney-in-fact and agent on behalf of the Sellers in accordance with the terms of this Agreement, and (b) agrees to perform the obligations required of the Sellers’ Representative under this Agreement and any other agreements, documents, certificates, and instruments delivered to the Buyer in connection with the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Aveanna Healthcare Holdings, Inc.)

Appointment; Acceptance. Each of the Sellers shall be deemed to have agreed to irrevocably constitute and appoint ▇▇▇▇▇▇▇ ▇▇▇▇ LongHoldings, LLC, a Delaware limited liability company, acting as hereinafter provided, as the Sellers’ Representative, and appoint the Sellers’ Representative as their exclusive attorney-in-fact and agent in their name, place, and ▇▇▇▇▇ in connection with the transactions and agreements contemplated by this Agreement and the other Transaction Documents and acknowledge that such appointment and the powers, immunities and rights to indemnification granted to the Sellers’ Representative hereunder are coupled with an interest and are intended to be durable and to survive the disability or mental incapacity of each Seller and survive the death, incompetence, bankruptcy bankruptcy, dissolution or liquidation of the respective member of the Seller and shall be binding on any successor, assign, heir, or Representative personal representative thereto. By executing and delivering this Agreement under the heading “Sellers’ Representative,” ▇▇▇▇▇▇ ▇▇▇▇ Long Holdings, LLC, a Delaware limited liability company, hereby: (ai) accepts his its appointment and authorization to act as the Sellers’ Representative as attorney-in-fact and agent on behalf of the Sellers in accordance with the terms of this Agreement, and (b) agrees to perform the obligations required of the Sellers’ Representative under this Agreement and any other agreements, documents, certificates, and instruments delivered to the Buyer in connection with the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (HireQuest, Inc.)

Appointment; Acceptance. Each of the Sellers shall be deemed to have agreed to irrevocably constitute and appoint ▇▇▇▇▇▇▇ ▇▇▇▇ LongSellers’ Representative, acting as hereinafter provided, as the Sellers’ Representative, and appoint the Sellers’ Representative as their exclusive attorney-in-fact and agent in their name, place, and ▇▇▇▇▇ in connection with the transactions and agreements contemplated by this Agreement and the other Transaction Ancillary Documents and acknowledge that such appointment and the powers, immunities and rights to indemnification granted to the Sellers’ Representative hereunder are coupled with an interest and are intended to be durable and to survive the disability or mental incapacity of each Seller and survive the death, incompetence, bankruptcy bankruptcy, dissolution or liquidation of the respective member of the Seller and shall be binding on any successor, assign, heir, or Representative personal representative thereto. By executing and delivering this Agreement under the heading “Sellers’ Representative,” ▇▇▇▇▇▇ ▇▇▇▇ Long Sellers Representative hereby: (ai) accepts his appointment and authorization to act as the Sellers’ Representative as attorney-in-fact and agent on behalf of the Sellers in accordance with the terms of this Agreement, and (b) agrees to perform the obligations required of the Sellers’ Representative under this Agreement and any other agreements, documents, certificates, and instruments delivered to the Buyer in connection with the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (HireQuest, Inc.)