Common use of Successor Representative Clause in Contracts

Successor Representative. If ▇▇▇▇▇ ▇▇▇▇▇▇▇ resigns (by giving at least 60 days' written notice of such resignation to Parent and the Escrow Agent) or dies or becomes incapable of continuing to act as the Representative for any reason, a successor Representative shall be appointed by a writing signed by Stockholders holding in the aggregate a majority of the Stockholders' interest in the Escrow Fund, such appointment to become effective upon the delivery of executed counterparts of such writing to Parent and the Escrow Agent, together with an acknowledgment signed by the successor Representative named in such writing that he or she accepts the responsibility of successor Representative and agrees to perform and be bound by all provisions of this Agreement applicable to the Representative. Pending the election of a successor Representative, the Stockholder that owns the largest number of Escrow Shares immediately following the Effective Time (excluding the former Representative) shall act as the interim Representative. Failing such appointment, the Escrow Agent or any Stockholder may apply to a court of competent jurisdiction for the appointment of a successor Representative.

Appears in 1 contract

Sources: Indemnification and Escrow Agreement (Lycos Inc)

Successor Representative. If ▇▇▇▇▇▇▇▇▇▇▇ resigns (by giving at least 60 days' written notice of such resignation to Parent and the Escrow Agent) or dies or becomes incapable of continuing to act as the Representative for any reason, a successor Representative shall be appointed by a writing signed by Stockholders Principal Shareholders holding in the aggregate a majority of the StockholdersPrincipal Shareholders' interest in the Escrow Fund, such appointment to become effective upon the delivery of executed counterparts of such writing to Parent and the Escrow Agent, together with an acknowledgment signed by the successor Representative named in such writing that he or she accepts the responsibility of successor Representative and agrees to perform and be bound by all provisions of this Agreement applicable to the Representative. Pending the election of a successor Representative, the Stockholder that owns Principal Shareholder holding the largest number of Escrow Shares immediately following outstanding shares of Company Capital Stock as of the Effective Time (excluding the former Representative) shall act as the interim Representative. Failing such appointment, Parent, the Escrow Agent or any Stockholder Principal Shareholder may apply to a court of competent jurisdiction for the appointment of a successor Representative.

Appears in 1 contract

Sources: Indemnification and Escrow Agreement (Lycos Inc)