Common use of Actions of Agent Clause in Contracts

Actions of Agent. A decision, act, consent or instruction of the Agent shall constitute a decision of all Unitholders and shall be final, binding and conclusive upon each such Unitholder, and the Escrow Agent, the Purchaser, Merger Sub and the Surviving Company may rely upon any decision, act, consent or instruction of the Agent as being the decision, act, consent or instruction of each and every such Unitholder. The Escrow Agent, the Purchaser, Merger Sub and the Surviving Company are hereby irrevocably relieved from any liability to any Person for any acts done by them in accordance with such decision, act, consent or instruction of the Agent. The Unitholders acknowledge that the Agent shall not be required to expend or risk its own funds or otherwise incur any financial liability in the exercise or performance of any of its powers, rights, duties or privileges or administration of its duties.

Appears in 1 contract

Sources: Merger Agreement (PROS Holdings, Inc.)

Actions of Agent. A decision, act, consent or instruction of the Agent shall constitute a decision of all Unitholders Equityholders and shall be final, binding and conclusive upon each such UnitholderEquityholder, and the Escrow Agent, the Paying Agent, Purchaser, Merger Sub and the Surviving Company Corporation may rely upon any decision, act, consent or instruction of the Agent as being the decision, act, consent or instruction of each and every such UnitholderEquityholder. The Escrow Agent, the Paying Agent, Purchaser, Merger Sub and the Surviving Company Corporation are hereby irrevocably relieved from any liability to any Person for any acts done by them in accordance with such decision, act, consent or instruction of the Agent. The Unitholders Equityholders acknowledge that the Agent shall not be required to expend or risk its own funds or otherwise incur any financial liability in the exercise or performance of any of its powers, rights, duties or privileges or administration of its duties.

Appears in 1 contract

Sources: Merger Agreement (Paylocity Holding Corp)