Standing Proxy Sample Clauses

A Standing Proxy clause authorizes a designated individual or entity to act on behalf of another party in specified matters on an ongoing basis. This authorization typically remains in effect until it is revoked or the agreement ends, and it can apply to actions such as signing documents, making decisions, or managing assets. The core practical function of this clause is to ensure continuity and efficiency in decision-making or operations by allowing a trusted representative to act without requiring repeated, case-by-case authorizations.
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Standing Proxy. The operation of a standing proxy or authorisation shall be suspended at any general meeting or adjournment thereof at which the Member is present in person or by specially appointed proxy. The Directors may require evidence as to the due execution and continuing validity of any standing proxy or authorisation and the operation of any such standing proxy or authorisation shall be deemed to be suspended until the Directors determine that they have received such satisfactory evidence.
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Standing Proxy. The Subscriber hereby designates and appoints the Administrator with the powers of substitution, as the Subscriber's true and lawful proxy for the purpose of voting any Shares issued pursuant to this Agreement (or such portion thereof from time to time owned by the Subscriber) on any and all matters arising at any meeting of the Fund that has been called for the purpose of obtaining a consent upon which such Shares could be voted by the Subscriber (or the person in whose name the Shares hereby subscribed are registered at the Subscriber's direction) if present in person at the meeting. The Administrator shall exercise no discretion in casting votes for which it has been given proxy power and must receive written instructions from the Subscriber on how it should vote on such matters. This proxy may be revoked by the Subscriber (or its registered nominee) either personally or by presentation of a subsequently executed form of proxy at any meeting of the Fund or by written notice to the Administrator received by the Administrator prior to any such meeting.
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Standing Proxy. Drivers will be permitted one standing proxy which will be kept on file in the dispatch office. In the event a driver fails to proxy, the drivers standing proxy will be pulled from the file and used for that day's proxy.
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Standing Proxy. The Grantor unconditionally and irrevocably appoints the Grantee as its standing proxy for the Proxy Shares to attend and vote at its discretion at any meeting or meetings of AGT Biosciences until termination of this Deed in respect of all matters put before shareholders and agrees not to exercise or attempt to exercise or grant any rights in respect of the voting rights attached to the Proxy Shares until termination of this Deed.
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Related to Standing Proxy

  • Voting Agreement Grant of Proxy The Stockholder hereby covenants and agrees that:

  • Grant of Irrevocable Proxy; Appointment of Proxy (a) Seller hereby irrevocably grants to, and appoints Will▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇ Rich▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ either of them, in their respective capacities as officers of Parent, and any individual who shall hereafter succeed to any such office of Parent, and each of them individually, Seller's proxy and attorney-in-fact (with full power of substitution), for and in the name, place and stead of Seller, to vote the Tender Shares in favor of the Merger and otherwise as contemplated by Section 1.2. (b) Seller represents that any proxies heretofore given in respect of the Tender Shares are not irrevocable, and that any such proxies are hereby revoked. (c) Seller understands and acknowledges that Parent is entering into the Merger Agreement in reliance, among other things, upon Seller's execution and delivery of this Agreement. Seller hereby affirms that the irrevocable proxy set forth in this Section 1.3 is given in connection with the execution of the Merger Agreement, and that such irrevocable proxy is given to secure the performance of the duties of Seller under this Agreement. Seller hereby further affirms that the irrevocable proxy is coupled with an interest and may under no circumstances be revoked. Seller hereby ratifies and confirms all that such proxies and attorneys-in-fact may lawfully do or cause to be done by virtue hereof. Such irrevocable proxy is executed and intended to be irrevocable in accordance with the provisions of Section 212(e) of the Delaware General Corporation Law.

  • Voting; Proxies Subject to the provisions of the Trust Instrument, Shareholders entitled to vote may vote either in person or by proxy, provided that either (i) an instrument authorizing such proxy to act is executed by the Shareholder in writing and dated not more than eleven (11) months before the meeting, unless the instrument specifically provides for a longer period or (ii) an electronic, telephonic, computerized or other alternative to execution of a written instrument authorizing the proxy to act, which authorization is received not more than eleven (11) months before the meeting. Proxies shall be delivered to the Secretary of the Trust or other person responsible for recording the proceedings before being voted. A proxy with respect to ▇▇▇▇▇▇ held in the name of two or more persons shall be valid if executed by one of them unless at or prior to exercise of such proxy the Trust receives a specific written notice to the contrary from any one of them. If any Shareholder is a minor or a person of unsound mind, and subject to guardianship or to the legal control of another person as regards the control or management of such Shareholder’s shares, such Shareholder’s shares may be voted by such guardian or such other person appointed or having control, and such vote may be given in person or by proxy. Unless otherwise specifically limited by their terms, proxies shall entitle the holder thereof to vote at any adjournment of a meeting. A proxy purporting to be exercised by or on behalf of a Shareholder shall be deemed valid unless challenged at or prior to its exercise and the burden of proving invalidity shall rest on the challenger. At all meetings of the Shareholders, unless the voting is conducted by inspectors, all questions relating to the qualifications of voters, the validity of proxies, and the acceptance or rejection of votes shall be decided by the Chairman of the meeting. Except as otherwise provided herein or in the Trust Instrument, all matters relating to the giving, voting or validity of proxies shall be governed by the General Corporation Law of the State of Delaware relating to proxies, and judicial interpretations thereunder, as if the Trust were a Delaware corporation and the Shareholders were shareholders of a Delaware corporation.

  • 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.

  • Voting and Proxies Neither the Bank nor any nominee of the Bank will vote any of the Portfolio Securities held hereunder, except in accordance with Proper Instructions or an Officers' Certificate. The Bank will execute and deliver, or cause to be executed and delivered, to the Fund all notices, proxies and proxy soliciting materials delivered to the Bank with respect to such Securities, such proxies to be executed by the registered holder of such Securities (if registered otherwise than in the name of the Fund), but without indicating the manner in which such proxies are to be voted.