Appointment and Replacement Sample Clauses

Appointment and Replacement. Each General Partner shall serve in such capacity unless and until replaced pursuant to this Agreement. In the event of the death, liquidation, dissolution, Bankruptcy, withdrawal, or disability of any Person herein or hereafter named as General Partner, the Limited Partners shall appoint a successor General Partner who must be Approved by the Partners, excluding in such computation the Unit(s) of the then General Partner.
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Appointment and Replacement. The stockholders of the Company hereby appoint Xxxxx X. Xxxxxxx to act as the Stockholders Representative hereunder and pursuant to the terms of the Escrow Agreement and Registration Rights Agreement with full power and authority to administer the Escrow Amount and Registration Rights Agreement pursuant to the terms of this Agreement and the Escrow Agreement and Registration Rights Agreement. During the period ending upon the date when all obligations under this Agreement have been discharged (including all indemnification obligations pursuant to Article X hereof), the holders of Company Capital Stock who immediately prior to the Effective Date held Company Capital Stock representing an aggregate number of shares of Company Capital Stock which exceeds 50% of the amount of such Company Capital Stock outstanding immediately prior to the Effective Date (a "Majority") may from time to time upon written notice to the Stockholders' Representative and Parent remove the Stockholders' Representative or appoint a new Stockholders' Representative to fill any vacancy created by the death, incapacitation, resignation or removal of the Stockholders' Representative, and if the Stockholders' Representative dies, becomes incapacitated, resigns or is removed by a Majority, the Majority shall appoint a successor Stockholders' Representative to fill the vacancy so created. If the Majority is required to but has not appointed a successor Stockholders' Representative within 30 days from a request by Parent to appoint a successor Stockholders' Representative, Parent shall have the right to appoint a Stockholders' Representative to fill the vacancy so created, and shall advise all those who were holders of Company Capital Stock immediately prior to the Effective Date of such appointment by written notice. A copy of any appointment by the Majority of any successor Stockholders' Representative shall be provided to Parent promptly after it shall have been effected. The adoption of this Agreement and the approval of the Merger by the Company stockholders shall constitute approval of the Escrow Agreement, the Registration Rights Agreement and of all of the respective arrangements relating thereto, including without limitation the placement of the Escrow Amount in escrow and the appointment of Xxxxx X. Xxxxxxx as the Stockholders' Representative with the authority to act on their behalf as set forth herein and therein.
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Appointment and Replacement. The Parties agree that the IPDC shall not provide any services or reports or other information to the Parties, or any other Person other than pursuant to the performance of the functions of the IPDC under this Agreement and the IPDC Agreement unless agreed to in writing by the Parties. If, for any reason during the term of the Agreement, the IPDC’s appointment has been terminated by the Parties, then, unless otherwise agreed, the Parties shall promptly conduct a competitive procurement process to jointly appoint a replacement IPDC. The competitive procurement process shall be conducted in accordance with the procedures set out in Section 7.1 [Appointment] of this Agreement and the Person appointed as a replacement IPDC shall satisfy the criteria set out in Sections 7.1(a) to (e) inclusive.
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Appointment and Replacement. In the event that one Party wishes to appoint or replace a director, including the Chairman or the Vice-Chairman, such Party shall notify the other Party and the Board in writing, stating the name and the personal history of the candidate for director. The appointment or replacement of a director, including the Chairman or the Vice- Chairman shall become effective on delivery (in accordance with Article 26.5), of such written notice. Any such appointment or replacement shall be reported to the relevant authorities and notice thereof shall be filed with the SAIC in accordance with law.
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Appointment and Replacement. 20 6.8. Approval and Meetings............................................................20 6.9. General Partner as Attorney-in-Fact..............................................20 6.10.
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Appointment and Replacement. (a) The initial general partner of the Partnership was Humpxxxx Xxx. Upon execution of this Amended and Restated Agreement of Limited Partnership, Humpxxxx Xxx does hereby resign as general partner and its general partner interest is hereby converted into a 1% Limited Partner's Interest. Simultaneously, EXCO Resources, Inc. does hereby become the General Partner holding a 1% Interest.
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Appointment and Replacement. If for any reason during the term of the Independent Certifier Agreement the Independent Certifier is unable or unwilling to continue to perform the Independent Certifier services or if the Independent Certifier’s appointment has been terminated by the City and Project Co, then unless otherwise agreed, Project Co and the City will promptly conduct a competitive procurement process to jointly appoint a replacement Independent Certifier. The competitive procurement process will be conducted in accordance with the procedures set out in Section 1 [Appointment] of this Schedule 15 [Independent Certifier].
Sample 1
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Appointment and Replacement. The Parties agree that the Independent Certifier shall not provide any services or reports or other information in relation to the Project to Project Co, the Senior Lenders or any other Person other than pursuant to the performance of the functions of the Independent Certifier under this Agreement and the Independent Certifier Agreement unless agreed to in writing by the Parties. If for any reason during the term of the Independent Certifier Agreement the Independent Certifier’s appointment has been terminated by the City and Project Co, then, unless otherwise agreed, Project Co and the City shall promptly conduct a competitive procurement process to jointly appoint a replacement Independent Certifier. The competitive procurement process will be conducted in accordance with the procedures set out in Section 1 [Appointment] of this Schedule 15 [Independent Certifier].
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Related to Appointment and Replacement

  • Appointment and Services (a) The Trust appoints the Administrator to provide the administrative services set out in Appendix A to this Agreement (the “Administrative Services”) for the benefit of the Trust and the Funds. The Administrator accepts its appointment and agrees to provide the Administrative Services for the compensation set out in this Agreement.

  • Appointment and Removal Officers shall be appointed by the Board of Directors. Each Officer, including an Officer elected to fill a vacancy, shall hold office until his or her successor is elected, except as otherwise provided by the Act or the Certificate, unless earlier removed pursuant to this Section 6.2. Any Officer may be removed, with or without cause, at any time by the Board of Directors.

  • Removal and Replacement Except as otherwise required by statute, the Note Trustee may by writing or by deed remove a Receiver and appoint another in its place or to act with a Receiver and the Note Trustee may apply to the court for an order removing an administrative receiver.

  • Removal and Replacement of Directors (a) A Director shall be removed from the Board, with or without cause, upon, and only upon, the affirmative vote of the Shareholders in accordance with this Section 5.3.3. Each Shareholder shall vote its Shares for the removal of a Director upon the request of the Shareholder that nominated such Director. Otherwise, no Shareholder shall vote for the removal of a Director.

  • Appointment of Asset Manager; Acceptance of Appointment The Series hereby appoints the Asset Manager as asset manager to the Series for the purpose of managing the Series #TICKER Asset. The Asset Manager hereby accepts such appointment.

  • Appointment Adviser hereby appoints the Sub-adviser as its investment Sub-adviser with respect to each Fund for the period and on the terms set forth in this Agreement. The Sub-adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided.

  • Appointment of Custodian On behalf of each of its Portfolios, each Fund hereby employs and appoints the Custodian as a custodian, subject to the terms and provisions of this Agreement. Each Fund shall deliver to the Custodian, or shall cause to be delivered to the Custodian, cash, securities and other assets owned by each of its Portfolios from time to time during the term of this Agreement and shall specify to which of its Portfolios such cash, securities and other assets are to be specifically allocated.

  • Appointment of Contractor The Company hereby appoints the Contractor to perform the Services for the benefit of the Company as hereinafter set forth, and the Company hereby authorizes the Contractor to exercise such powers as provided under this Agreement. The Contractor accepts such appointment on the terms and conditions herein set forth.

  • Termination and Replacement of Financial Institution The Financial Institution may terminate its rights and obligations under this Agreement if the Secured Party resigns or is removed as Indenture Trustee under the Indenture. The Grantor may terminate the rights and obligations of the Financial Institution if the Financial Institution ceases to be a Qualified Institution. No termination of the Financial Institution will be effective until new Collateral Accounts are established with, and the cash and other financial assets credited to the Collateral Accounts are transferred to, another securities intermediary who has agreed to accept the obligations of the Financial Institution under this Agreement or a similar agreement.

  • Appointment and Powers Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

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