Representative Fund definition
Examples of Representative Fund in a sentence
At such time that the Equityholder Representative believes, in its sole discretion, that no such additional fees or expenses will be incurred and no such additional indemnification will be required, the Equityholder Representative will deposit with the Paying Agent for further distribution to the Equityholders all remaining funds from the Equityholder Representative Fund (the “Remaining Equityholder Representative Fund”) pursuant to the Paying Agent Agreement.
For Tax purposes, the Equityholder Representative Fund will be treated as having been received and voluntarily set aside by the Equityholders at the time of Closing.
The Equityholders will not receive any interest or earnings on the Equityholder Representative Fund and irrevocably transfer and assign to the Equityholder Representative any ownership right that they may otherwise have had in any such interest or earnings.
As soon as practicable after the date on which the final obligation of Stockholder Representative under this Agreement and the Escrow Agreement have been discharged or such other date as Stockholder Representative deems appropriate, the Escrow Agent shall pay any amounts remaining in the Stockholder Representative Fund to the Stockholders in accordance with their Pro Rata Shares, as set forth in the Escrow Agreement.
The Stockholder Representative will not be liable for any loss of principal of the Stockholder Representative Fund other than as a result of its gross negligence or willful misconduct.