Common use of Asset Sellers Clause in Contracts

Asset Sellers. To the extent that any of the Purchased Assets are under the control of any of Parent’s Affiliates who are not Sellers hereunder, Parent shall cause such Affiliates to become party to this Agreement as an Asset Seller by executing a counterpart to this Agreement or a joinder hereto in form and substance reasonably acceptable to Buyer, and will otherwise cause such Affiliates to promptly take such legal action as may be necessary to consummate the transfer to Buyer or its designees of such Purchased Assets in accordance with the terms of this Agreement; provided that the execution by the Parent Indian Subsidiary of the India Purchase Agreement pursuant to Section 5.22 shall satisfy the obligations with respect to the Parent Indian Subsidiary under this Section 5.19. Parent shall update Section 1.01 of the Seller Disclosure Schedule (i) on or before the Closing Date to the extent that such other Affiliates of Parent are identified as owning Initial Purchased Assets and (ii) on or before the final Later Closing Date to the extent that such other Affiliates of Parent are identified as owning Later Purchased Assets.

Appears in 2 contracts

Samples: Purchase Agreement (Owens & Minor Inc/Va/), Purchase Agreement (Halyard Health, Inc.)

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Asset Sellers. To the extent that any of the Purchased Assets are under the control of any of Parent’s Affiliates who are not Sellers hereunder, Parent shall cause such Affiliates to become party to this Agreement as an Asset Seller by executing a counterpart to this Agreement or a joinder hereto in form and substance reasonably acceptable to Buyer, and will otherwise cause such Affiliates to promptly take such legal action as may be necessary to consummate the transfer to Buyer or its designees of such Purchased Assets in accordance with the terms of this Agreement; provided that the execution by the Parent Indian Subsidiary of the India Purchase Agreement pursuant to Section 5.22 shall satisfy the obligations with respect to the Parent Indian Subsidiary under this Section 5.19. Parent shall update Section 1.01 of the Seller Disclosure Schedule (i) on or before the Closing Date to the extent that such other Affiliates of Parent are identified as owning Initial Purchased Assets and (ii) on or before the final Later Closing Date to the extent that such other Affiliates of Parent are identified as owning Later Purchased Assets.

Appears in 2 contracts

Samples: Purchase Agreement (Owens & Minor Inc/Va/), Purchase Agreement (Halyard Health, Inc.)

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