Designation of Affiliate. 31.2.1 Each Party may without the consent of the other Party fulfill its obligations under this Agreement by itself or may cause its affiliates to take some or all of such actions to fulfill such obligations. Upon such designation, the affiliate shall become a co-obligor hereunder with respect to the delegated matter, but such designation shall not relieve the designating Party of its obligations as primary obligor hereunder. Any Party which elects to perform its obligations through an affiliate shall cause its affiliate to take all action necessary for the performance hereunder of such Party’s obligations. Each Party represents and warrants that if an obligation under this Agreement is to be performed by an affiliate, such Party has the authority to cause such affiliate to perform such obligation and such affiliate will have the resources required to accomplish the delegated performance.
Designation of Affiliate. Each of Parent and SpinCo may assign any of its rights or obligations under this Agreement to any member of the Parent Group or the SpinCo Group, respectively, as it shall designate; provided, however, that no such assignment shall relieve Parent or SpinCo, respectively, of any obligation hereunder, including any obligation to make a payment hereunder to SpinCo or Parent, respectively, to the extent such designee fails to make such payment.
Designation of Affiliate. Each of the Parties may assign any of its rights or obligations under this Agreement to any member of its respective Group as it shall designate; provided, however, that no such assignment shall relieve the Party making the assignment of any obligation hereunder, including any obligation to make a payment hereunder to another Party, to the extent such designee fails to make such payment.
Designation of Affiliate. Parent may assign any of its rights or obligations under this Agreement to any member of the Parent Group as it shall designate; provided, however, that no such assignment shall relieve Parent of any obligation to make a payment hereunder to SpinCo to the extent such designee fails to make such payment.
Designation of Affiliate. Each of Parent and Match may assign any of its rights or obligations under this Agreement to any member of the Parent Group or the Match Group, respectively, as it shall designate; provided, however, that no such assignment shall relieve Parent or Match, respectively, of any obligation hereunder, including any obligation to make a payment hereunder to Match or Parent, respectively, to the extent such designee fails to make such payment.
Designation of Affiliate. Each of TriMas and Horizon may assign any of its rights or obligations under this Agreement to any member of the TriMas Group or the Horizon Group, respectively, as it shall designate; provided, however, that no such assignment shall relieve TriMas or Horizon, respectively, of any obligation hereunder, including any obligation to make a payment hereunder to Horizon or TriMas, respectively, to the extent such designee fails to make such payment.
Designation of Affiliate. Each Party may without the consent of the other Party fulfill its obligations under this Agreement by itself or may cause its Affiliates to take some or all of such actions to fulfill such obligations. Upon such designation, the Affiliate shall become a primary obligor hereunder with respect to the delegated matter, but such designation shall not relieve the designating Party of its obligations as primary obligor hereunder. Any Party which elects to perform its obligations through an Affiliate shall cause its Affiliate to take all action necessary for the performance hereunder of such Party’s obligations. Each Party represents and warrants that if an obligation under this Agreement is to be performed by an Affiliate, such Party has the authority to cause such Affiliate to perform such obligation and such Affiliate will have the resources required to accomplish the delegated performance. All of the benefits to be provided hereunder for Ameritech or Requesting Carrier, as the case may be, will be provided to its Affiliates if and to the extent that Ameritech or Requesting Carrier desire to conduct their respective business operations contemplated hereunder through Affiliates; provided that any such Affiliate is eligible to request, or obligated to provide, services in accordance with Sections 251 and 252 of the Act.
Designation of Affiliate. CCI may assign any of its rights or obligations under this Agreement to any member of the CCI Group as it shall designate; provided, however, that no such assignment shall relieve CCI of any obligation to make a payment hereunder to uBid to the extent such designee fails to make such payment.
Designation of Affiliate. Each of Remainco and Spinco may assign any of its rights or obligations under this Agreement to any member of the Remainco Group or the Spinco Group, respectively, as it shall designate; provided, however, that no such assignment shall relieve Remainco or Spinco, respectively, of any obligation hereunder, including any obligation to make a payment hereunder to Spinco or Remainco, respectively, to the extent such designee fails to make such payment.
Designation of Affiliate. Synotex may assign any of its rights or obligations under this Agreement to any member of its consolidated group as determined under Section 1504 of the Code it shall designate or to any purchaser of Catalytica; provided, however, that no such assignment shall relieve Synotex of any obligation to make a payment hereunder to CES to the extent such designee fails to make such payment.
