Designated Affiliate Clause Samples
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Designated Affiliate. The Purchaser will use its commercially reasonable efforts to designate a Designated Affiliate as soon as practicable following the date of this Agreement and, in any event, will make such designation not less than ten
Designated Affiliate. It is understood and agreed among the parties that Purchaser may cause one or more companies which are directly or indirectly controlled by or under common control with Parent designated by it (the "Designated Affiliate" or "Designated Affiliates") to carry out some or all of the provisions of this Agreement (including, without limitation, the effectuation of the Acquisition Transaction); PROVIDED, HOWEVER, that Purchaser shall nevertheless remain liable for all of its obligations and those of the Designated Affiliate or Affiliates hereunder.
Designated Affiliate. Prior to the Assignment Order Contract Deadline, the Purchaser may, with the consent of the Vendors, acting reasonably, designate any one or more Affiliates to be the assignee of all of the Vendors’ rights, benefits and interests in, to and under any one or more of the Assigned Contracts (such Affiliate so designated prior to the Assignment Order Contract Deadline, the “Designated Affiliate”).
Designated Affiliate. It is understood and agreed between the parties that Buyer may cause one or more of its existing or to be formed affiliates designated by it ("DESIGNATED AFFILIATE" or "DESIGNATED AFFILIATES") to carry out all or part of the transactions contemplated by this Agreement; provided, however, that Buyer's Parent shall nevertheless remain liable for all of its obligations and those of any Designated Affiliate hereunder.
Designated Affiliate. The Purchaser will use its commercially reasonable efforts to designate a Designated Affiliate as soon as practicable following the date of this Agreement and, in any event, will make such designation not less than ten (10) days prior to the Closing. The Purchaser acknowledges and agrees that any representation, warranty or covenant of the Seller which is breached or not true and correct, shall be deemed not breached and true and correct to the extent such breach or inaccuracy resulted solely from the designation of a Designated Affiliate.
Designated Affiliate. Buyer shall have the right (a) to cause one or more Affiliates or direct or indirect subsidiaries designated by it (the "Designated Affiliate" or "Designated Affiliates") to carry out all or part of the transactions contemplated hereby to be carried out by Buyer, and (b) to assign this Agreement to any Affiliate, including, but not limited to, TelePassport Inc., provided that in the event of any such assignment the assignee shall assume -38- 39 all obligations of Buyer hereunder. In connection with and as a condition to such assignment Sellers and the assignees shall enter into an agreement pursuant to which such assignee shall assume Buyer's obligations under this Agreement.