Common use of Designated Buyers Clause in Contracts

Designated Buyers. (a) In connection with the Closing and consistent with the Transaction Steps, each Buyer shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.14, one (1) or more Affiliates (which qualify as Non-Indian Equity Holders to PFPL and PAT) to (i) purchase specified Transferred Assets (including specified Transferred Contracts) and pay or cause to be paid the corresponding portion of the Purchase Price, as applicable, (ii) assume specified Assumed Liabilities, and/or (iii) employ specified Transferred Employees on and after the Closing Date (any such Affiliate of such Buyer that shall be properly designated by the applicable Buyer in accordance with this clause, a “Designated Buyer”). At the Closing, each Buyer shall, or shall cause its Designated Buyer(s) to, honor its obligations at the Closing. Any reference to a “Buyer” or the “Buyers” made in this Agreement in respect of any purchase, assumption or employment obligation referred to in this Agreement or any representations and warranties (including the representation in Section 4.3(c)) made in this Agreement shall include reference to the appropriate Designated Buyer(s), if any. After the Closing, all obligations of the Buyers and any Designated Buyer(s) under this Agreement shall be several and not joint as amongst the Buyers and each Designated Buyer and the only party with Liability as to a particular Assumed Liability shall be the applicable Buyer or Designated Buyer assuming such obligation at the Closing and no other Buyer or Designated Buyer.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Endo International PLC)

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Designated Buyers. (a) In connection with the Closing and consistent with Closing, the Transaction Steps, each Buyer Buyers shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.142.11, one (1) or more wholly-owned Subsidiaries or Affiliates (which qualify as Non-Indian Equity Holders to PFPL and PAT) to (i) purchase specified Transferred Assets (including specified Transferred Contracts) and pay or cause to be paid the corresponding portion of the Purchase PricePrice amount and Cure Claims, as applicable, (ii) assume specified Assumed Liabilities, and/or (iii) employ specified Transferred Employees on and after the Closing Date (any such wholly-owned Subsidiary or Affiliate of such Buyer the Buyers that shall be properly designated by the applicable Buyer Buyers in accordance with this clause, a “Designated Buyer”). At the Closing, each Buyer the Buyers shall, or shall cause its their Designated Buyer(s) to, honor its their obligations at the Closing. Any reference to a “Buyer” or the “Buyers” Buyers made in this Agreement in respect of any purchase, assumption or employment obligation referred to in this Agreement or any representations and warranties (including the representation in Section 4.3(c)) made in this Agreement shall include reference to the appropriate Designated Buyer(s), if any. After the Closing, all obligations of the Buyers and any their Designated Buyer(s) under this Agreement shall be several and not joint as amongst the Buyers and each Designated Buyer and the only party with Liability as to a particular Assumed Liability shall be is the applicable Buyer or the Designated Buyer assuming such obligation at the Closing and no other Buyer or Designated Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Standard Register Co)

Designated Buyers. (a) In connection with the Closing and consistent with Closing, the Transaction Steps, each Buyer shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.142.11, one (1) or more Affiliates (which qualify as Non-Indian Equity Holders to PFPL and PAT) to (i) purchase specified Transferred Assets (including specified Transferred Contracts) and pay or cause to be paid the corresponding portion of the Purchase Price, as applicable, (ii) assume specified Assumed Liabilities, and/or (iii) employ specified Transferred Employees on and after the Closing Date (any such Affiliate of such the Buyer that shall be properly designated by the applicable Buyer in accordance with this clause, a “Designated Buyer). At the Closing, each the Buyer shall, or shall cause its each Designated Buyer(s) to, honor its obligations at the Closing. Any reference to a “Buyer” or the “Buyers” Buyer made in this Agreement in respect of any purchase, assumption or employment obligation referred to in this Agreement or any representations and warranties (including the representation in Section 4.3(c)) made in this Agreement shall include reference to the appropriate Designated Buyer(s), if any. After the Closing, all obligations of the Buyers Buyer and any Designated Buyer(s) under this Agreement shall be several and not joint as amongst the Designated Buyers and each Designated Buyer and the only party with Liability as to a particular Assumed Liability shall be the applicable Buyer or the Designated Buyer assuming such obligation at the Closing and no other Buyer or Designated Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pernix Therapeutics Holdings, Inc.)

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Designated Buyers. (a) In connection with the Closing and consistent with Closing, the Transaction Steps, each Buyer shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.142.11, one (1) or more Affiliates (which qualify as Non-Indian Equity Holders to PFPL and PAT) to (i) purchase specified Transferred Assets (including specified Transferred Contracts) and pay or cause to be paid the corresponding portion of the Purchase Price, as applicable, (ii) assume specified Assumed Liabilities, and/or (iii) employ specified Transferred Employees on and after the Closing Date (any such Affiliate of such the Buyer that shall be properly designated by the applicable Buyer in accordance with this clause, a "Designated Buyer"). At the Closing, each the Buyer shall, or shall cause its each Designated Buyer(s) to, honor its obligations at the Closing. Any reference to a “Buyer” or the “Buyers” Buyer made in this Agreement in respect of any purchase, assumption or employment obligation referred to in this Agreement or any representations and warranties (including the representation in Section 4.3(c)) made in this Agreement shall include reference to the appropriate Designated Buyer(s), if any. After the Closing, all obligations of the Buyers Buyer and any Designated Buyer(s) under this Agreement shall be several and not joint as amongst the Designated Buyers and each Designated Buyer and the only party with Liability as to a particular Assumed Liability shall be the applicable Buyer or the Designated Buyer assuming such obligation at the Closing and no other Buyer or Designated Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pernix Therapeutics Holdings, Inc.)

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