DELIVERY OF PROXIES Sample Clauses

DELIVERY OF PROXIES. The Custodian shall deliver promptly to the Fund all proxies, notices and communications with relation to Securities held by it which it may receive from sources other than the Fund.
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DELIVERY OF PROXIES. The Custodian shall deliver promptly to the Fund all proxies, written notices, and communications with respect to Securities held by it for the account of the Fund which it may receive from securities issuers or obligors and/or via the industry standard information services to which Custodian subscribes.
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DELIVERY OF PROXIES. The Company shall cause a proxy in the form attached hereto as Schedule 8(c) to be delivered as of the Closing Date by the following stockholders of the Company: US Bio Resource Group, LLC and Xxxxx Management, LLC. In addition, the Company shall cause a proxy in the form attached hereto as Schedule 8(c) to be delivered as of the Closing Date by the following holders of options to purchase Class A stock of the Company: Capitaline Advisors, LLC and Global Ethanol, Inc.
Sample 1
DELIVERY OF PROXIES. Each Stockholder, upon execution of this Agreement, hereby agrees to promptly sign and deliver to the Proxy Holder an irrevocable proxy, in the form attached hereto as Exhibit A (the “Proxy”), for the purpose of vesting in the Proxy Holder the right to vote and act and to exercise other rights pertaining to the Shares, as and to the extent, and upon the terms and conditions and for the period set forth in this Agreement. On receipt by the Proxy Holder of the Proxies, the Proxy holder shall hold the Proxies subject to the terms of this Agreement. Each Stockholder represents and warrants that such Stockholder is an “accredited investor” within the meaning of Securities and Exchange Commission Rule 501 of Regulation D, as presently in effect.
Sample 1
DELIVERY OF PROXIES. In order to permit the Agent to exercise the voting and other rights which it may be entitled to exercise pursuant hereto and to receive all dividends and other distributions which it may be entitled to receive hereunder, (i) upon the occurrence of an Event of Default which is continuing and which has not been waived, the Borrower and each Subsidiary Guarantor shall promptly execute and deliver (or cause to be executed and delivered) to the Agent all such proxies, dividend payment orders and other instruments as the Agent may from time to time reasonably request and (ii) without limiting the effect of clause (i) above, the Borrower or such Subsidiary Guarantor hereby grants to the Agent an irrevocable proxy to vote all or any part of the Pledged Collateral and to exercise all other rights, powers, privileges and remedies to which a holder of the Pledged Collateral would be entitled (including giving or withholding written consents of shareholders or members calling special meetings of shareholders or members, as the case may be, and voting at such meetings), which proxy shall be effective, automatically and without the necessity of any action (including any transfer of any Pledged Collateral on the record books of the issuer thereof) by any other Person (including the issuer of such Pledged Collateral or any officer or agent thereof) during the continuance of an Event of Default which has not been waived and which proxy shall only terminate upon the payment in full of the Secured Obligations.
Sample 1
DELIVERY OF PROXIES. In order to ensure that Brocx xxxll have the right to cause the Board of Directors of NetGain to approve the Merger and to call a special meeting of stockholders of NetGain to approve the Merger and to cause the stockholders of NetGain to approve the Merger at such meeting, NetGain shall deliver to Brocx xx the Closing Date, irrevocable proxies (individually a "Proxy" and collectively, the "Proxies"), in the form attached hereto as Exhibit C, from stockholders of NetGain holding at least a majority on the Closing Date of the issued and outstanding shares of NetGain Common Stock on a fully diluted equity basis (and including Proxies from those individuals whose names appear in Section 7.1(f) hereof).
Sample 1
DELIVERY OF PROXIES. In order to permit the Administrative Agent to exercise the voting and other consensual rights which it may be entitled to exercise pursuant hereto and to receive all dividends and other distributions which it may be entitled to receive hereunder, (i) Upon the occurrence of an Event of Default which is continuing and which has not been waived in accordance with Section 15.1 hereof, the Borrower and each Subsidiary Guarantor shall promptly execute and deliver (or cause to be executed and delivered) to the Administrative Agent all such proxies, dividend payment orders and other instruments as the Administrative Agent may from time to time reasonably request and (ii) without limiting the effect of clause (i) above, the Borrower or such Subsidiary
Sample 1
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DELIVERY OF PROXIES. Each PROXY GRANTOR set forth on the final signature page hereto shall have joined this Agreement and shall deliver duly executed irrevocable proxies as set forth in Section 3.1, accompanied by their respective stock certificates.
Sample 1
DELIVERY OF PROXIES. The Custodian shall deliver promptly to the Trust, or its designee, all proxies, written notices, and communications with relation to Securities held by it which it may receive from securities issuers or obligors and/or via the industry standard information services to which Custodian subscribes.
Sample 1

Related to DELIVERY OF PROXIES

  • Voting of Proxies The Adviser hereby delegates to the Subadviser the Adviser’s discretionary authority to exercise voting rights with respect to the securities and other investments in the Subadviser Assets and authorizes the Subadviser to delegate further such discretionary authority to a designee. The Subadviser, including without limitation its designee (for which the Subadviser shall remain liable), shall have the power to vote, either in person or by proxy, all securities in which the Subadviser Assets may be invested from time to time, and shall not be required to seek or take instructions from, the Adviser, the Fund or the Trust or take any action with respect thereto. If both the Subadviser and another entity managing assets of the Fund have invested the Fund’s assets in the same security, the Subadviser and such other entity will each have the power to vote its pro rata share of the Fund’s security. The Subadviser will establish a written procedure for proxy voting in compliance with current applicable rules and regulations, including but not limited to Rule 30b1-4 under the 1940 Act. The Subadviser will provide the Adviser or its designee, a copy of such procedure and establish a process for the timely distribution of the Subadviser’s voting record with respect to the Fund’s securities and other information necessary for the Fund to complete information required by Form N-1A under the 1940 Act and the Securities Act of 1933, as amended (the “Securities Act”), Form N-PX under the 1940 Act, and Form N-CSR under the Xxxxxxxx-Xxxxx Act of 2002, as amended, respectively.

  • Solicitation of Proxies Financial Institution agrees not to solicit or cause to be solicited directly, or indirectly, at any time in the future, any proxies from the shareholders of any or all of the Funds in opposition to proxies solicited by management of any Fund, unless a court of competent jurisdiction shall have determined that the conduct of a majority of the Board of the Fund constitutes willful misfeasance, bad faith, gross negligence or reckless disregard of their duties. This Paragraph will survive the term of this Agreement.

  • Other Proxies Revoked Stockholder represents that any proxy heretofore given in respect of the Subject Shares is not irrevocable, and hereby revokes any and all such proxies.

  • Voting; Proxies Unless otherwise provided in the Agreement, each Securityholder entitled to vote at any meeting of Securityholders shall have voting power proportionate to the outstanding amount, based on initial issue price, of the Securities held by such Securityholder that have voting power upon the matter in question. Each Securityholder entitled to vote at a meeting of Securityholders or to express consent or dissent to action in writing without a meeting may authorize another person or persons to act for such Securityholder by proxy, but no such proxy shall be voted or acted upon after three years from its date, unless the proxy provides for a longer period. A duly executed proxy shall be irrevocable if it states that it is irrevocable and if, and only as long as, it is coupled with an interest sufficient in law to support an irrevocable power, regardless of whether the interest with which it is coupled is an interest in the Securities themselves or an interest in the Company generally. A Securityholder may revoke any proxy which is not irrevocable by attending the meeting and voting in person or by filing an instrument in writing revoking the proxy or another duly executed proxy bearing a later date with the Secretary of the Company. Voting at meetings of Securityholders need not be by written ballot unless the holders of a majority of the outstanding Securities entitled to vote thereon present in person or represented by proxy at such meeting shall so determine. Directors shall be designated, removed and replaced as provided in the Agreement and Article II hereof. Other than in the case of any matter expressly set forth in the Agreement for which a higher vote may be required, the affirmative vote of the holders of a majority of the Securities present in person or represented by proxy at the meeting and entitled to vote on the subject matter shall be the act of the Securityholders.

  • Appointment of Proxy Each Shareholder hereby (a) irrevocably appoints Proxy as his or her attorney-in-fact and (b) irrevocably grants and assigns to Proxy any and all voting rights such Shareholder may now have, or may during the Term of this Agreement acquire, all with respect to the Stock owned by such Shareholder.

  • Grant of Proxy Should the provisions of this Agreement be construed to constitute the granting of proxies, such proxies shall be deemed coupled with an interest and are irrevocable for the term of this Agreement.

  • Delivery of Other Documents Agent shall have received all other instruments, documents and agreements as Agent may reasonably request, in form and substance reasonably satisfactory to Agent.

  • Delivery of the Securities The Company shall deliver, or cause to be delivered, to Banc of America Securities LLC for the accounts of the several Initial Purchasers certificates for the Securities at the Closing Date against the irrevocable release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The certificates for the Securities shall be in such denominations and registered in the name of Cede & Co., as nominee of the Depository, pursuant to the DTC Agreement, and shall be made available for inspection on the business day preceding the Closing Date at a location in New York City, as the Initial Purchasers may designate. Time shall be of the essence, and delivery at the time and place specified in this Agreement is a further condition to the obligations of the Initial Purchasers.

  • Delivery of Instruments The Securities Administrator shall furnish to each Holder, upon request, copies of this Trust Agreement, without attachments, applicable to the Certificate(s) held by such Holder.

  • Delivery of Agreements On the Effective Date, the Company shall have delivered to the Representative executed copies of the Transaction Documents.

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