JWC Representative definition

JWC Representative shall have the meaning set forth in Section 6.8.
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JWC Representative shall have the meaning set forth in Section 4.8. "Management Holders" shall have the meaning set forth in the preamble preceding the Recitals to this Agreement and shall also include (a) any director, officer or management employee of the Company or any of its Subsidiaries (other than JWC Holders) who, with the written consent of the Company and the JWC Representative, hereafter becomes a party to this Agreement and (b) Permitted Transferees of the Management Holders, unless immediately prior to such Transfer such transferee was a JWC Holder. "Non-Initiating Management Holders" shall have the meaning set forth in Section 2.3(c). "Participating Notice" shall have the meaning set forth in Section 2.4(a). "Participating Offerees" shall have the meaning set forth in Section 2.4(a). "Participating Securities" shall have the meaning set forth in Section 2.4(a). "Permitted Transfer" shall mean: (a) a Transfer of any Subject Securities between any JWC Holder or Management Holder who is a natural person and such Stockholder's spouse, children, parents or siblings (whether natural, step or by adoption) or to a trust solely for the benefit of one or more of any of such Persons; provided that with respect to any such Transfer, the Stockholder retains, as trustee or by some other means, the sole authority to vote such Subject Securities (including any Common Stock that may be acquired pursuant to any Vested Options); (b) a Transfer of Subject Securities by a JWC Holder to JWC Inc. or to an officer, employee or consultant of JWC Inc. or to a corporation or to a partnership (or other entity for collective investment, such as a fund) which is (and continues to be) controlled by, controlling or under common control with JWC Inc.; (c) a Transfer of Subject Securities (i) by a Management Holder to another Management Holder or (ii) from a JWC Holder to another JWC Holder; (d) a Transfer of Subject Securities between any Stockholder who is a natural person and such Stockholder's guardian or conservator; or (e)
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JWC Representative shall have the meaning set forth in Section 7.8.
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Examples of JWC Representative in a sentence

  • The other parties hereto are and will be entitled to rely on any action so taken or any notice given by the JWC Representative and are and will be entitled and authorized to give notices only to the JWC Representative for any notice contemplated by this Agreement to be given to any such Person.

  • Each such Person hereby authorizes (and each Permitted Transferee shall be deemed to have authorized) the other parties hereto to disregard any notice or other action taken by such Person pursuant to this Agreement except for the JWC Representative.

  • A successor to the JWC Representative may be chosen by the holders of a majority of the Common Stock Equivalents at the time held by the JWC Holders; provided that written notice thereof is given by the successor JWC Representative to the Company, the Management Holders and the other JWC Holders.

  • Each such person hereby authorizes (and each Permitted Transferee shall be deemed to have authorized) the other parties hereto to disregard any notice or other action taken by such Person pursuant to this Agreement except for the JWC Representative.

  • A successor to the JWC Representative may be chosen by the holders of a majority of the Common Stock Equivalents at the time held by the JWC Holders, provided that written notice thereof is given by the successor JWC Representative to the Company, the Halifax Holders, the Management Holders, the Additional Holders and the other JWC Holders.

  • A successor to the JWC Representative may be chosen by the holders of a majority of the Common Stock Equivalents at the time held by the JWC Holders, provided that written notice thereof is given by the successor JWC Representative to the Company, the Borealis Holders, the OMERS Holders the Management Holders, the Additional Holders and the other JWC Holders.

  • The JWC Representative shall have the right to appoint at least one Childs Director to each committee, if any, established by the Board of Directors.

  • A successor to the JWC Representative may be chosen by the holders of a majority of the Common Stock Equivalents at the time held by the JWC Holders, provided that written notice thereof is given by the successor JWC Representative to the Company, the Other Holders, the Management Holders and the other JWC Holders.

  • If the Company intends to purchase the Call Securities at the Alternative Price, it shall deliver written notice (the "ALTERNATIVE NOTICE") to the terminated Management Holder (with a copy thereof to each of the JWC Representative, the Borealis Representative and the OMERS Representative) at any time during the Company Call Period, which Alternative Notice shall set forth the Call Securities to be purchased by the Company and the Alternative Price.

  • Suttin, and each of them acting singly, wi▇▇ ▇▇▇▇ power of su▇▇▇▇▇▇▇▇▇▇ (▇▇e "JWC Representative"), the representative of each such Person to perform all such acts as are required, authorized or contemplated by this Agreement to be performed by any such Person and hereby acknowledges that the JWC Representative shall be the only Person authorized to take any action so required, authorized or contemplated by this Agreement by each such Person.


More Definitions of JWC Representative

JWC Representative shall have the meaning set forth in Section 4.8. "Management Holders" shall have the meaning set forth in the preamble preceding the Recitals to this Agreement and shall also include (a) any director, officer or management employee of the Company or any of its Subsidiaries (other than JWC Holders) who, with the written consent of the Company and the JWC Representative, hereafter becomes a party to this Agreement and (b) Permitted Transferees of the Management Holders, unless immediately prior to such Transfer such transferee was a JWC Holder. "Non-Initiating Management Holders" shall have the meaning set forth in Section 2.3(c). "Participating Notice" shall have the meaning set forth in Section 2.4(a). "Participating Offerees" shall have the meaning set forth in Section 2.4(a).
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JWC Representative shall have the meaning set forth therefor in Section 3.8 of this Agreement.
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Related to JWC Representative

  • public representative means an individual who is not a member, former member, student or former student of any accounting body;

  • Holder Representative has the meaning specified in Section 11.1.

  • Shareholder Representative has the meaning set forth in the preamble.

  • Advisory Representative means any Supervised Person, who in connection with his or her regular functions or duties, normally makes, participates in, or otherwise obtains current information regarding the Purchase or Sale of a Security by the Firm, or whose functions relate to the making of any recommendations with respect to such purchases or sales, and any natural Person in a Control relationship to the Firm who obtains information concerning recommendations made concerning a Purchase or Sale of a Security. This definition includes but is not limited to the following: partner, officer, Manager, investment person, Portfolio Manager and any other Supervised Person of the Firm designated as an “Advisory Representative” from time to time by the Review Officer.

  • Union Representative means a representative from the Union authorized by the Union to act on behalf of an Employee.