Partner Representatives Clause Samples
The "Partner Representatives" clause defines the individuals who are authorized to act on behalf of each partner in a business relationship or agreement. Typically, this clause specifies the names or titles of the representatives, outlines their authority to make decisions, and may require that any official communications or approvals be made through these designated persons. By clearly identifying who can represent each party, the clause helps prevent misunderstandings, ensures accountability, and streamlines communication between the partners.
Partner Representatives. Each Partner hereby designates the respective two (2) individuals specified in Exhibit "C" attached hereto as the Partner Representatives of such Partner. Each such Partner Representative of a Partner shall be and hereby is singly authorized and empowered as agent for such Partner to speak, act, direct, consent and sign on behalf of and to bind such Partner in all matters pertaining to the control and management of the Partnership and its business and affairs. Each Partner Representative of a Partner is specifically and expressly authorized to exercise any and all rights, powers and duties expressly granted in this Agreement or by law to the Partner such Partner Representative represents, and any action by a Partner Representative pursuant to this Agreement shall, except as provided in this Section 4.05, be binding upon the Partner represented by such Partner Representative. All consents, agreements, directions, approvals, signatures or other actions by or of a Partner required or permitted under this Agreement or by law shall be deemed to mean and refer to the consent, agreement, direction, approval, signature or other action of any one of such Partner's Partner Representatives. Each of the persons referred to in this Section 4.05 as a Partner Representative shall be authorized to act on behalf of the Partner such Partner Representative represents, unless and until such Partner Representative shall have been removed, as set forth below. A Partner may remove one or more of its Partner Representatives at any time by giving prior written notice thereof to the Partnership and the other Partners; provided, however, that each Partner shall at all times have at least one (1) Partner Representative appointed for it as provided in this Section 4.05. A Partner may appoint substitute or additional Partner Representatives at any time by giving prior written notice thereof to the Partnership and the other Partners; such notice to provide the names and addresses of such substitute or additional Partner Representatives and the effective date of such appointment. No Partner Representative of a Partner appointed under this Section 4.05 shall be personally liable for any obligations of such Partner and each such Partner Representative shall be deemed for all purposes merely to be an agent of the Partner such Partner Representative represents.
Partner Representatives. 15.1 The Reserves and Recreation Team Leader of the Council or his/her nominee will liaise with the Trust. [ ]
15.2 of the Trust will liaise with the Council.
Partner Representatives. The Partners shall provide a Representative from their organization who will communicate their organization’s recommendations and information regarding ongoing involvement with PHP clients. Representatives are required to attend PHP meetings on behalf of their organization so as to provide recommendations and feedback to the PHP. Should a Representative be unable to attend a PHP meeting, a substitute from the organization shall be sent in their stead so as to maintain communication with the PHP. Each Partner agrees to share the Representative’s name, phone number, and electronic mailing address with all the Partners. Should there be a change in Representative, the Partners agree to notify the other Partners of the change as soon as reasonably possible.
Partner Representatives. After the Effective Time, Partner Representatives shall, on behalf of the former holders of partnership interests in Fund I, Fund IV, Fund VII, and Fund VIII, as applicable, act as the representatives of the Indemnifying Parties with respect to claims relating to Fund I, Fund IV, Fund VII, or Fund VIII, respectively, and the General Partners shall act as the Indemnifying Party with respect to claims relating to Benchmark or the New Funds. Such representation shall include receiving any Claim Notices (as defined below).
Partner Representatives. (1) Each Partner hereby irrevocably appoints and constitutes Robe▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇ Don ▇. ▇▇▇▇▇▇ ▇▇ such Partner's agent (the "Partner Representatives") for and on behalf of such Partner (i) to give and receive notices and communications; (ii) to authorize delivery to Parent of Escrow Shares held by the Escrow Agent; (iii) to represent the Partners with respect to Article IX of this Agreement, including the power to object to deliveries out of the Escrow Fund; (iv) to agree to, negotiate, enter into settlements and compromises of, and demand arbitration and to comply with orders of courts and awards of arbitrators with respect to such claims; and (v) to make all actions necessary or appropriate in the judgment of the Partner Representatives for the accomplishment of the foregoing. No action taken by one Partner Representative shall be valid unless both join in such action. No bond shall be required by the Partner Representatives. Notices or communications to or from the Partner Representatives shall constitute notice to or from each of the Partners. All expenses and costs of the Partner Representatives shall be the sole responsibility of the Partners.
(2) The Partner Representatives shall not be liable for any act done or omitted hereunder as Partner Representatives while acting in good faith and in the exercise of reasonable judgment, and any act done or omitted pursuant to the advice of counsel shall be conclusive evidence of such good faith. The Partners shall severally indemnify the Partner Representatives and hold him or her harmless against any loss, liability or expense incurred without gross negligence or bad faith on the part of the Partner Representatives and arising out of or in connection with the acceptance or administration of his or her duties hereunder.
(3) The Partner Representatives shall have reasonable access to information about Parent and Sub and the reasonable assistance of Parent's and Sub's officers and employees for purposes of performing his duties and exercising his right hereunder, provided that the Parent Representatives shall treat confidentially and not disclose any nonpublic information from or about Parent and Sub to anyone.
(4) A decision, act, consent or instruction of the Partner Representatives shall constitute a decision of all Partners with respect to the Escrow Fund and shall be final, binding and conclusive upon each such Partner, and the Escrow Agent and Parent may rely upon any decision, act, consent or instructi...
Partner Representatives. The Partners will each appoint one representative to the Partnership, neither of whom will be employed by the Partnership. In addition, the Partners shall jointly appoint a third party to serve as a representative as set forth in Section 3.3 hereof. Collectively, the representatives appointed by the Partners are referred to as the "Partner Representatives." The initial Partner Representatives shall be appointed by the Partners on or prior to the date hereof. Except as provided in Section 3.3 hereof, each Partner Representative shall hold office until he shall die, resign or be removed (with or without cause), by the Partner that he represents, whereupon such Partner shall appoint such Partner Representative's successor. Each Partner Representative shall have one (1) vote as set forth in Section 5.1 hereof.
Partner Representatives