Representative Expenses definition
Representative Expenses has the meaning set forth in Section 8.10(d).
Representative Expenses has the meaning set forth in Section 4.6(g).
Representative Expenses means an amount estimated by the Representative and delivered to the Company and Buyer at Closing for fees and expenses incurred or estimated to be incurred by the Representative in its capacity as such either before or after the Closing.
Examples of Representative Expenses in a sentence
The Legacy Assets and Expense Fund Amount shall be held by Parent in a segregated client account and shall be used only with the consent of the Representative (A) for the Purpose and (B) for the purposes of paying directly or reimbursing the Representative for any Representative Expenses incurred pursuant to this Agreement.
Such Representative Expenses may be recovered first, from the Legacy Assets and Expense Fund, second, from any distribution of CVR Payment Amounts otherwise distributable to the Holders at the time of distribution, and third, directly from the Holders.
More Definitions of Representative Expenses
Representative Expenses is defined in Section 9.12(e).
Representative Expenses means any loss, liability, claim, damage, fee, cost or expense (including costs of skilled professionals and incurred in connection with seeking recovery from insurers), judgment, fine or amount paid in settlement incurred without gross negligence or willful breach on the part of the Representative and arising out of or in connection with the acceptance or administration of its duties hereunder, including any out-of-pocket costs and expenses and legal fees and other legal costs reasonably incurred by the Representative
Representative Expenses has the meaning set forth in Article V.
Representative Expenses is defined in Section 2.5(a).
Representative Expenses has the meaning set forth in Section 10.20.
Representative Expenses means expenses, including reasonable ----------------------- attorneys fees and other expenses, of the Representative, in an amount up to $10,000, incurred in connection with his obligations under this Agreement and the Merger Agreement.
Representative Expenses shall be the responsibility of the Company Stockholders and the Optionholders. Upon final distribution of the Indemnification Escrow Account, the Escrow Agent shall pay to the Shareholders’ Representative, out of the aggregate portion of funds in the Indemnification Escrow Account that otherwise are to be distributed to the Company Stockholders and the Optionholders, if any, pursuant to the terms of this Agreement and the Escrow Agreement, any unpaid Representative Expenses. Without limiting the generality of the foregoing, the Shareholders’ Representative shall have full power and authority to interpret all the terms and provisions of this Merger Agreement and the Agency Agreement, and to consent to any amendment hereof or thereof, on behalf of all the Company Stockholders and Optionholders and their respective heirs, successors and assigns.