Common use of The Custody Agreement and Power of Attorney Clause in Contracts

The Custody Agreement and Power of Attorney. Each of the (i) Custody Agreement signed by such Selling Stockholder and Powell, Goldstein, Xxxxxx & Xxxxxx LLP, as custodian (the "Custodian"), relating to the deposit of the Common Shares to be sold by such Selling Stockholder (the "Custody Agreement") and (ii) Power of Attorney appointing certain individuals named therein as such Selling Stockholder's attorneys-in-fact (each, an "Attorney-in-Fact") to the extent set forth therein relating to the transactions contemplated hereby and by the Prospectus (the "Power of Attorney"), of such Selling Stockholder has been duly authorized, executed and delivered by such Selling Stockholder and is a valid and binding agreement of such Selling Stockholder, enforceable in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 1 contract

Samples: Underwriting Agreement (Healthcare Financial Partners Inc)

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The Custody Agreement and Power of Attorney. Each of the (i) Custody Agreement signed by such Selling Stockholder and Powell, Goldstein, Xxxxxx & Xxxxxx LLPthe Corporation, as custodian (the "Custodian"), relating to the deposit of the Common Shares to be sold by such Selling Stockholder (the "Custody Agreement") and (ii) Power of Attorney appointing certain individuals named therein as such Selling Stockholder's attorneys-in-fact (each, an "Attorney-in-Fact") to the extent set forth therein relating to the transactions contemplated hereby and by the Prospectus (the "Power of Attorney" and, together with the Custody Agreement, the "Power of Attorney and Custody Agreement"), of such Selling Stockholder has been duly authorizedauthorized (to the extent applicable), executed and delivered by such Selling Stockholder and is a valid and binding agreement of such Selling Stockholder, enforceable in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 1 contract

Samples: Underwriting Agreement (McCormick & Schmicks Seafood Restaurants Inc.)

The Custody Agreement and Power of Attorney. Each of the (i) Custody Agreement signed by such Selling Stockholder Stockholders and Powell, Goldstein, Xxxxxx & Xxxxxx LLPWxxxx Fargo Shareowner Services, as custodian (the "Custodian"), relating to the deposit of the Common Shares to be sold by such Selling Stockholder (the "Custody Agreement") and (ii) Power of Attorney appointing certain individuals named therein as such Selling Stockholder's ’s attorneys-in-fact (each, an "Attorney-in-Fact") to the extent set forth therein relating to the transactions contemplated hereby and by the Disclosure Package and the Prospectus (the "Power of Attorney"), of such Selling Stockholder has been duly authorized, executed and delivered by such Selling Stockholder and is a valid and binding agreement of such Selling Stockholder, enforceable against such Selling Stockholder in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and and. remedies of creditors or by general equitable principles.

Appears in 1 contract

Samples: Underwriting Agreement (Ev3 Inc.)

The Custody Agreement and Power of Attorney. Each of the (i) Custody Agreement signed by or on behalf of such Selling Stockholder Shareholder and Powell, Goldstein, Xxxxxx American Stock Transfer & Xxxxxx LLPTrust Company, as custodian (the "Custodian"), relating to the deposit of the Common Shares to be sold by such Selling Stockholder Shareholder (the "Custody Agreement") and (ii) Power of Attorney signed by such Selling Shareholder, if any, appointing certain individuals named therein as such Selling StockholderShareholder's attorneys-in-fact (each, an "Attorney-in-Fact") to the extent set forth therein relating to the transactions contemplated hereby and by the Prospectus (the "Power of Attorney"), of such Selling Stockholder Shareholder has been duly authorizedauthorized (if such Selling Shareholder is not an individual), executed and delivered by such Selling Stockholder Shareholder and is a valid and binding agreement of such Selling StockholderShareholder, enforceable in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 1 contract

Samples: California Pizza Kitchen Inc

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The Custody Agreement and Power of Attorney. Each of the (i) Custody Agreement signed by such Selling Stockholder Shareholder and Powellappointing Peritus Software Services, Goldstein, Xxxxxx & Xxxxxx LLPInc., as custodian (the "Custodian"), relating to the deposit of the Common Shares to be sold by such Selling Stockholder Shareholder (the "Custody Agreement") and (ii) Power of Attorney appointing certain individuals named therein as such Selling StockholderShareholder's attorneys-in-fact (each, an "Attorney-in-Fact") to the extent set forth therein relating to the transactions contemplated hereby and by the Prospectus (the "Power of Attorney"), of such Selling Stockholder Shareholder has been duly authorized, executed and delivered by such Selling Stockholder Shareholder and is a valid and binding agreement of such Selling StockholderShareholder, enforceable against it in accordance with its terms, except as rights to indemnification thereunder may be limited by applicable law and except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.

Appears in 1 contract

Samples: Peritus Software Services Inc

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