Termination of Powers of Attorney Sample Clauses

Termination of Powers of Attorney. Any power of attorney with respect to Taxes or Tax Returns of the Company will be terminated as of the Closing Date.
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Termination of Powers of Attorney. The Sellers have delivered to the Purchasers signed letters of the President of the Company addressed to each person who has been appointed as an attorney in fact for the Company, or otherwise granted powers of attorney by the Company, as set forth in SCHEDULE 3.20, in the form attached hereto as EXHIBIT F.
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Termination of Powers of Attorney. Except as may be necessary to comply with Section 4.2, effective upon the Closing, any power of attorney previously granted by any Company Affiliate to any FDC Related Person shall be deemed terminated, and following such termination, FDC shall not exercise or attempt to exercise, and shall prevent each FDC Related Person from exercising or attempting to exercise, any such power of attorney.
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Termination of Powers of Attorney. All powers of attorney, if any, granted by Seller or its Affiliates with respect to any of the JVC Subsidiaries shall have been terminated effective as of the Closing.
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Termination of Powers of Attorney. 42 ARTICLE VIII NONCOMPETITION........................................................... 42 8.1 Noncompetition............................................................. 42 8.2 Specific Performance....................................................... 43 ARTICLE IX
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Termination of Powers of Attorney. All powers of attorney relating to the WVB Affiliates and designated for termination at least 10 days prior to the Closing Date by Nextel shall have been terminated. ARTICLE VIII NONCOMPETITION 8.1 NONCOMPETITION (a) By their approval of this Agreement, the Founders agree that, until the earlier of (i) one year following termination of the Shareholders Agreement or (ii) termination of this Agreement pursuant to A-29 36 Article X, neither the Founders nor any Affiliate thereof shall in any way, by action or inaction, directly or indirectly, for itself or for the benefit of any other Person, own, manage, operate, join, Control or participate in the ownership, management, operation or Control of, any Person that competes with WVB or any Affiliate thereof, or agrees to do any of the foregoing, in the business of SMR or paging in Brazil, other than wireless radio engineering, design or program management services and the manufacture and sale of related software and hardware products; provided, further, that neither the Founders nor any Affiliate thereof may maintain an equity interest in any Person in which it owns an equity interest as of the date hereof, which equity interest entitles any of the Founders or their Affiliates to control the policymaking or day-to-day operations of such Person or in connection with which any of the Founders or their Affiliates have a representative on the board of directors, if such Person elects to engage in the business of cellular communications or Personal Communications Systems ("PCS") in Brazil. Notwithstanding the foregoing, the Founders may engage in the business of SMR with respect to any interests in entities or Licenses acquired from WVB pursuant to the provisions of Section 2.4 hereof. (b) Until the earlier of (i) one year following termination of the Shareholders Agreement or (ii) termination of this Agreement pursuant to Article X, neither Nextel nor any direct or indirect subsidiary thereof shall in any way, by action or inaction, directly or indirectly, for itself or for the benefit of any other Person, own, manage, operate, join, Control or participate in the ownership, management, operation or Control of any Person that competes with WVB or any Affiliate thereof, or agrees to do any of the foregoing, in the business of SMR or paging in Brazil; provided, further, that neither Nextel nor any direct or indirect subsidiary thereof may maintain an equity interest in any Person in which it owns an equity interest as ...
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Termination of Powers of Attorney. Seller shall cause any power of attorney with respect to Taxes or Tax Returns of Company to be terminated as of the Closing Date.
Sample 1
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Termination of Powers of Attorney. The Company or the Blocker Parents, as applicable, shall or shall cause each power of attorney with respect to any Tax matters granted by or on behalf of any of the Acquired Companies or Blockers to be terminated as of the Closing unless Parent requests in writing that, or grants its written consent for, such power of attorney to remain in effect thereafter.
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Termination of Powers of Attorney. Promptly following the Closing, Seller shall, to the extent reasonably requested by Buyer and at Buyer’s sole cost, use commercially reasonable efforts to assist Buyer in terminating all powers of attorney granted by the Company or any of its Subsidiaries that are in effect as of the Closing Date as determined by Buyer.
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Related to Termination of Powers of Attorney

  • Powers of Attorney There are no outstanding powers of attorney executed on behalf of the Company.

  • Powers of Attorney, etc The Fund will promptly execute and deliver, upon request, such proxies, powers of attorney or other instruments as may be necessary or desirable for the Custodian to provide, or to cause any Subcustodian to provide, custody services.

  • No Powers of Attorney The Company has no powers of attorney or similar authorizations outstanding.

  • Banks; Powers of Attorney Schedule 5.15 is a complete and correct list showing (i) the names of each bank in which the Company has an account or safe deposit box and the names of all persons authorized to draw thereon or who have access thereto, and (ii) the names of all persons, if any, holding powers of attorney from the Company.

  • Grant of Power of Attorney Contributor does hereby irrevocably appoint the Operating Partnership (or its designee) and each of them individually and any successor thereof from time to time (such Operating Partnership or designee or any such successor of any of them acting in his, her or its capacity as attorney-in-fact pursuant hereto, the "Attorney-in-Fact") as the true and lawful attorney-in-fact and agent of Contributor, to act in the name, place and stead of Contributor to make, execute, acknowledge and deliver all such other contracts, orders, receipts, notices, requests, instructions, certificates, consents, letters and other writings (including, without limitation, the execution of any Closing Documents or other documents relating to the acquisition by the Operating Partnership of Contributor's Partnership Interest), to provide information to the Securities and Exchange Commission and others about the transactions contemplated hereby and, in general, to do all things and to take all actions which the Attorney-in-Fact in its sole discretion may consider necessary or proper in connection with or to carry out the transactions contemplated by this Contribution Agreement, as fully as could Contributor if personally present and acting. Further, Contributor hereby grants to Attorney-in-Fact a proxy (the "Proxy") to vote Contributor's Partnership Interest on any matter related to the Formation Transactions presented to the partners of any of the Partnerships for a vote, including, but not limited to, the transfer of interests in any of the Partnerships by the other partners. Each of the Power of Attorney and Proxy and all authority granted hereby shall be coupled with an interest and therefore shall be irrevocable and shall not be terminated by any act of Contributor, by operation of law or by the occurrence of any other event or events, and if any other such act or events shall occur before the completion of the transactions contemplated by this Contribution Agreement, the Attorney-in-Fact shall nevertheless be authorized and directed to complete all such transactions as if such other act or events had not occurred and regardless of notice thereof. Contributor agrees that, at the request of the Operating Partnership, it will promptly execute a separate power of attorney and proxy on the same terms set forth in this ARTICLE 6, such execution to be witnessed and notarized. Contributor hereby authorizes the reliance of third parties on each of the Power of Attorney and Proxy. Contributor acknowledges that the Operating Partnership has, and any designee or successor thereof acting as Attorney-in-Fact may have, an economic interest in the transactions contemplated by this Contribution Agreement.

  • Bank Accounts; Powers of Attorney Section 3.20 of the Company Disclosure Schedule sets forth the name of each bank, safe deposit company or other financial institution in which the Company has an account, lock box or safe deposit box and the names of all persons authorized to draw thereon or have access thereto. Except as set forth in Section 3.20 of the Company Disclosure Schedule, there are no outstanding powers of attorney executed by or on behalf of the Company in favor of any Person.

  • FORM OF POWER OF ATTORNEY Know All Men by These Presents, that GP COMMERCIAL CB LLC, a Delaware limited liability company (“Seller”), does hereby appoint Citibank, N.A. (“Purchaser”), its attorney-in-fact to act in Seller’s name, place and stead, in any way that Seller could do with respect to (a) if determined by Purchaser in its sole discretion to be necessary or desirable in order to protect or perfect Purchaser’s rights, title or interest in or to the Purchased Assets and the Purchased Asset Documents pursuant to this Agreement (i) the completion of the endorsements of the Purchased Assets, including without limitation the Mortgage Notes, Mezzanine Notes, Assignments of Mortgages and Participation Certificates, and any transfer documents related thereto, (ii) the recordation of the Assignments of Mortgages and (iii) the preparation and filing, in form and substance satisfactory to Purchaser, of such financing statements, continuation statements, and other uniform commercial code forms, as Purchaser may from time to time, reasonably consider necessary to create, perfect, and preserve Purchaser’s security interest in the Purchased Assets and (b) upon the occurrence of an Event of Default, the enforcement of Seller’s rights under the Purchased Assets purchased by Purchaser pursuant to the Master Repurchase Agreement, dated as of June 28, 2017 (as amended, restated, supplemented, or otherwise modified and in effect from time to time, the “Repurchase Agreement”), by and between Seller and Purchaser, and to take such other steps as may be necessary or desirable to enforce Purchaser’s rights against such Purchased Assets, the related Purchased Asset Files and the Servicing Records to the extent that Seller is permitted by law to act through an agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned thereto in the Repurchase Agreement. TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, SELLER HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OR SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND SELLER ON ITS OWN BEHALF AND ON BEHALF OF SELLER’S ASSIGNS, HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT AND ACTED AT THE DIRECTION OF PURCHASER. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO THE CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTION 1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).

  • Appointment of Attorney The Obligor hereby irrevocably constitutes and appoints the Collateral Agent (and any officer of the Collateral Agent) the true and lawful attorney of the Obligor. As the attorney of the Obligor, the Collateral Agent has the power to exercise for and in the name of the Obligor with full power of substitution, upon the occurrence and during the continuance of an Event of Default, any of the Obligor’s right (including the right of disposal), title and interest in and to the Collateral including the execution, endorsement, delivery and transfer of the Collateral to the Collateral Agent, its nominees or transferees, and the Collateral Agent and its nominees or transferees are hereby empowered to exercise all rights and powers and to perform all acts of ownership with respect to the Collateral to the same extent as the Obligor might do. This power of attorney is irrevocable, is coupled with an interest, has been given for valuable consideration (the receipt and adequacy of which is acknowledged) and survives, and does not terminate upon, the bankruptcy, dissolution, winding up or insolvency of the Obligor. This power of attorney extends to and is binding upon the Obligor’s successors and permitted assigns. The Obligor authorizes the Collateral Agent to delegate in writing to another Person any power and authority of the Collateral Agent under this power of attorney as may be necessary or desirable in the opinion of the Collateral Agent, and to revoke or suspend such delegation.

  • Bank Accounts and Powers of Attorney Set forth in Schedule 3.21 is an accurate and complete list showing (a) the name of each bank in which the Company has an account, credit line or safe deposit box and the names of all Persons authorized to draw thereon or to have access thereto, and (b) the names of all Persons, if any, holding powers of attorney from the Company and a summary statement of the terms thereof.

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