Common use of Shareholder Representative Clause in Contracts

Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx & Associates, 0000 X Xxxxxx, X.X. Xxxxxxxxxx, Xxxxxxxx xx Xxxxxxxx 00000, as their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization hereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (American Career Centers Inc), Agreement and Plan of Reorganization (Milinx Business Group Inc), Agreement and Plan (Cosmoz Com Inc/Ca)

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Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx & Associates, 0000 X 000 Xxxxxxx Xxxxxx, X.X. Xxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxx xx Xxxxxxxx 00000, as their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (SGreenTech Group LTD), Agreement and Plan of Reorganization (Greenpower International Group LTD)

Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx Cassxxx & AssociatesXssociates, 0000 1504 X Xxxxxx, X.X. Xxxxxxxxxx, Xxxxxxxx xx Xxxxxxxx 00000, as xx their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization hereunder.

Appears in 1 contract

Samples: Exhibit 1 (Forestay Corp)

Shareholder Representative. The Shareholders hereby irrevocably designate and appoint XX Xxxxxxx, 000 Xxxxxxx & AssociatesXxxx, 0000 X XxxxxxXxxxx 000, X.X. XxxxxxxxxxXxxxx, Xxxxxxxx xx Xxxxxxxx XX 00000, as their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify indemnity Reorganization hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Southland Financial Inc)

Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx X. Xxxxxx & Associates, 0000 X XxxxxxXxxxx 0 Xxxxx, X.X. Xxxxxxxxxx0xx Xxxxx, Xxxxxxxx xx Xxxxxxxx Xxxxxxxx, Xxx Xxxxxx 00000, as their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization liability hereunder.

Appears in 1 contract

Samples: Stock Acquisition and Reorganization Agreement (Pangea Petroleum Corp)

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Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx Cxxxxxx & Associates, 0000 X 200 Xxxxxxx Xxxxxx, X.X. Xxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxx xx Xxxxxxxx 00000, as their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Opera Jet International LTD)

Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx Mintmire & Associates, 0000 X 200 Xxxxxxx Xxxxxx, X.X. XxxxxxxxxxXxxxx 000, Xxxxxxxx xx Xxxxxxxx Xxxx Xxxxx, Xxxxxxx 00000, as their agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization liability hereunder.

Appears in 1 contract

Samples: Stock Acquisition and Reorganization Agreement (Eurosoft Corp)

Shareholder Representative. The Shareholders hereby irrevocably designate and appoint Xxxxxxx Richard X. Xxxxxx & AssociatesXxxxxiates, 0000 X Xxxxxx4400 Rouxx 0 Xxxxx, X.X. Xxxxxxxxxx0xx Xxxxx, Xxxxxxxx xx Xxxxxxxx Xxxxxxxx, Xxx Xxxxxx 00000, as their xx xxxir agent and attorney in fact (the "Shareholders' Representative") with full power and authority until the Closing to execute, deliver, and receive on their behalf all notices, requests, and other communications hereunder; to fix and alter on their behalf the date, time, and place of the Closing; to waive, amend, or modify any provisions of this Agreement, and to take such other action on their behalf in connection with this Agreement, the Closing, and the transactions contemplated hereby as such agent or agents deem appropriate; provided, however, that no such waiver, amendment, or modification may be made if it would decrease the number of shares to be issued to the Shareholders hereunder or increase the extent of their obligation to indemnify Reorganization liability hereunder.

Appears in 1 contract

Samples: Stock Acquisition and Reorganization Agreement (Segway Corp)

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