Designated Affiliates. Notwithstanding anything to the contrary contained herein, a Granting Lender may grant to an Affiliate of such Granting Lender identified as such in writing from time to time by the Granting Lender to the Administrative Agent and the Company (a “Designated Affiliate”) the option to provide all or any part of any Revolving Credit Loan that such Granting Lender would otherwise be obligated to make to a Designated Borrower not organized under the laws of the United States or any State thereof pursuant to this Agreement; provided, however, that if a Designated Affiliate elects not to exercise such option or otherwise fails to make all or any part of such Revolving Credit Loan, the Granting Lender shall be obligated to make such Revolving Credit Loan pursuant to the terms hereof or, if it fails to do so, to make such payment to the Administrative Agent as is required under Section 2.13(c)(ii). Each party hereto hereby agrees that (i) neither the grant to any Designated Affiliate nor the exercise by any Designated Affiliate of such option shall increase the costs or expenses or otherwise increase or change the obligations of the Borrowers under this Agreement (including its obligations under Sections 3.01 and 3.04), (ii) no Designated Affiliate shall be liable for any indemnity or similar payment obligation under this Agreement for which a Lender would be liable, and (iii) the Granting Lender shall for all purposes (other than the funding of Revolving Credit Loans to such Designated Borrower), including the approval of any amendment, waiver or other modification of any provision of any Loan Document, remain the lender of record hereunder. The making of a Revolving Credit Loan by a Designated Affiliate hereunder shall utilize the Commitment of the Granting Lender to the same extent, and as if, such Revolving Credit Loan were made by such Granting Lender. Notwithstanding anything to the contrary contained herein, any Designated Affiliate may with notice to, but without prior consent of the Company and the Administrative Agent and with the payment of a processing fee of $3,500, assign all or any portion of its right to receive payment with respect to any Revolving Credit Loan to the Granting Lender.
Designated Affiliates. Purchaser shall use its commercially reasonable best efforts to designate all of its Designated Affiliates as soon as practicable following the Effective Date and, in any event, shall use make such designation not less than 30 days following the Effective Date including by providing Seller a copy of Purchaser’s proposed acquisition structure.
Designated Affiliates. Purchaser may, at any time prior to the Closing at its sole discretion but upon prior notice, assign its rights to purchase any or all of the Acquired Assets or any other rights under this Agreement to one or more of its subsidiaries or other affiliates; provided, however, that such Person assumes and agrees to perform, discharge and satisfy all of Purchaser’s liabilities, duties and obligations hereunder; and provided, further, that Purchaser shall not be released and shall remain primarily liable for and obligated to perform, discharge and satisfy all of the liabilities, duties and obligations of the purchasing entities hereunder. For purposes of this Agreement, Purchaser and its subsidiaries or affiliates to whom it assigns such rights, if applicable, shall collectively be referred to herein as “Purchaser.”
Designated Affiliates. Each of the Administrative Agent, each L/C Issuer and each Lender at its option may make any Loan or issue any Letter of Credit or otherwise perform its obligations hereunder through any domestic or foreign branch, office or affiliate.
Designated Affiliates. (a) MDS acknowledges that Buyer shall, prior to the BC Closing, designate in writing one or more Affiliates of Buyer or OMERS Administration Corporation, acceptable to MDS, acting reasonably or as set forth in Schedule 2.5 (each a “Designated Buyer Affiliate”) to become party to this Agreement so as to acquire certain of the Purchased Assets and the Replacement Contracts as contemplated under Schedule 2.5. Each Designated Buyer Affiliate shall execute a contract of adhesion agreeing to be bound by this Agreement as if an original party hereto, containing representations and warranties of the Designated Buyer Affiliate in favour of MDS the same as those of Buyer set forth in Section 4.2, mutatis mutandis, and otherwise in form and substance satisfactory to the Parties. Upon such Designated Buyer Affiliate executing and delivering to MDS such contract of adhesion, such Designated Buyer Affiliate shall be a Party and all references herein to Buyer (other than in Sections 3.2, 3.4, 3.5, 3.6, 4.2 and 6.2.1) shall include such Designated Buyer Affiliate as the context requires. Notwithstanding the foregoing, Buyer shall remain jointly and severally liable with such designated Affiliates of Buyer and shall cause all of its covenants and obligations hereunder to be observed and performed by such Affiliates.
Designated Affiliates. Purchaser may, at any time prior to the Closing at its sole discretion but upon prior notice, assign its rights to purchase any or all of the Real Property or any other rights under this Agreement to one or more of its subsidiaries or other affiliates; provided, however, that each such subsidiary or affiliate Person assumes and agrees to perform, discharge and satisfy all of Purchaser’s liabilities, duties and obligations relating to the particular component or parcel of Owned Real Property assigned to such subsidiary or affiliate; and provided, further, that Purchaser shall not be released and shall remain primarily liable for and obligated to perform, discharge and satisfy all of the liabilities, duties and obligations of the purchasing entities hereunder. For purposes of this Agreement, Purchaser and its subsidiaries or affiliates to whom it assigns such rights, if applicable, shall collectively be referred to herein as “Purchaser.” ARTICLE X
Designated Affiliates. The Purchaser will use its reasonable best efforts to, where necessary, form acquisition vehicles (with all necessary Governmental Authorizations and any mandatory insurance required by applicable Law) at Purchaser’s sole cost in all applicable jurisdictions and designate all of its Designated Affiliates as soon as practicable following the date of this Agreement and, in any event, will use its reasonable best efforts to make such designation not less than ten (10) days prior to the Closing.
Designated Affiliates. Notwithstanding anything to the contrary, the Purchaser shall be entitled, in its sole discretion, to designate one or more Affiliates to perform any of its obligations hereunder or in connection with the transactions contemplated by this Agreement; provided, that, the Purchaser shall remain obligated for the performance of such obligation. 49
Designated Affiliates. (a) The Designated Affiliates, nominated by Purchaser, are as set forth on Exhibit II hereto.
Designated Affiliates. GE shall use its commercially reasonable efforts to identify to Crompton all of its designated Affiliates for the purposes of the transactions contemplated by this Agreement as soon as practicable following the date hereof. GE acknowledges and agrees that any representation, warranty, agreement or covenant of Crompton which is breached or is not true and correct, shall be deemed true and correct and not breached to the extent such breach or inaccuracy resulted solely from the designation by GE of a designated Affiliate or the failure of GE to designate a designated Affiliate.
