LIQUIDATION AGENT. The Stockholders covenant and agree that throughout the Valuation Period, they shall utilize Raym▇▇▇ ▇▇▇e▇ ▇▇▇ Associates, Inc. (the "Raym▇▇▇ ▇▇▇e▇") ▇s their sole liquidation agent for the purpose of liquidating any of the Stock Consideration, unless SAG consents to the use of another liquidation agent in writing, which consent SAG may withhold or deny in SAG's sole discretion (an "Approved Agent"). If Stockholders fail to so utilize Raym▇▇▇ ▇▇▇e▇ ▇▇ an Approved Agent for the liquidation of any or all of the Stock Consideration during the Valuation Period, the Price Protection set forth in this Section 1.8 shall become completely null and void and SAG shall no longer be required to provide any Price Protection to any of the Stock Consideration.
Appears in 2 contracts
Sources: Merger Agreement (Sunbelt Automotive Group Inc), Merger Agreement (Sunbelt Automotive Group Inc)