Common use of Additional Acquisitions Clause in Contracts

Additional Acquisitions. (a) Notwithstanding anything to the contrary contained in this Agreement, Purchaser may elect to have any or all of the Acquired Assets transferred, assigned, conveyed, licensed and leased to, or any of the Assumed Liabilities assumed by, one or more of the Purchaser Buyers; provided, however, that no such election shall result in any net greater cost or obligation (including net greater costs arising from (i) exchange risks and transfer restrictions on the movement of funds imposed by countries in which particular Purchaser Buyers are domiciled and (ii) the imposition of any additional Taxes) than Seller or any of the Seller Subs would otherwise have had such assets or liabilities been transferred to Purchaser or to a Purchaser Buyer domiciled within the jurisdiction in which such assets or liabilities are located, whichever is greater; provided, further, however, that no such election shall relieve Purchaser of any of its obligations to Seller and its affiliates hereunder with respect to the Assumed Liabilities or otherwise. (b) Subject to Section 1.05(a), if mutually agreed by Seller and Purchaser, any transfer made pursuant to the foregoing clause (a) may be effected pursuant to separate Local Asset Purchase Agreements. Notwithstanding the foregoing, if a Local Asset Purchase Agreement is to be executed in any country where notification of or consulta tion with a works council or similar entity is required, then such Local Asset Purchase Agreement shall not become binding upon the parties until such time as such notification or consultation is completed.

Additional Acquisitions. (a) Notwithstanding anything to the contrary contained in this Agreement, Purchaser may elect to have any or all of the Acquired Assets transferred, assigned, conveyed, licensed and leased to, or any of the Assumed Liabilities assumed by, one or more of the Purchaser Buyers; provided, however, that no such election shall result in any net greater cost or obligation (including net greater costs arising from (i) exchange risks and transfer restrictions on the movement of funds imposed by countries in which particular Purchaser Buyers are domiciled and (ii) the imposition of any additional Taxes) than Seller or any of the Seller Subs would otherwise have had such assets or liabilities been transferred to Purchaser or to a Purchaser Buyer domiciled within the jurisdiction in which such assets or liabilities are located, whichever is greater; provided, further, however, that no such election shall relieve Purchaser of any of its obligations to Seller and its affiliates hereunder with respect to the Assumed Liabilities or otherwise. (b) Subject to Section 1.05(a), if mutually agreed by Seller and Purchaser, any transfer made pursuant to the foregoing clause (a) may be effected pursuant to separate Local Asset Purchase Agreements. Notwithstanding the foregoing, if a Local Asset Purchase Agreement is to be executed in any country where notification of or consulta tion consultation with a works council or similar entity is required, then such Local Asset Purchase Agreement shall not become binding upon the parties until such time as such notification or consultation is completed.