Common use of Designated Purchasers Clause in Contracts

Designated Purchasers. Prior to the Closing Date, Buyer may, upon not less than ten Business Days’ prior written notice to Parent, assign its rights and obligations, in whole or in part, under this Agreement to one or more of its wholly-owned subsidiaries (each such entity, a “Designated Purchaser”) for the purpose of carrying out the transactions contemplated hereby; provided, however, that (a) such assignment shall be effective only if such Designated Purchaser provides Parent with written acceptance thereof, in form and substance acceptable to Parent, prior to the Closing Date and (b) Buyer shall be and remain jointly and severally liable for all obligations of Buyer and such Designated Purchaser under this Agreement and all documents and instruments to be executed and delivered by Buyer or such Designated Purchaser pursuant hereto.

Designated Purchasers. Prior to the Closing Date, subject to the Divestiture Orders, Buyer may, upon not less than ten (10) Business Days’ prior written notice to Parent, assign its rights and obligations, in whole or in part, under this Agreement to one or more of its wholly-owned subsidiaries Affiliates (each such entity, a “Designated Purchaser”) for the purpose of carrying out the transactions contemplated hereby; provided, however, that (a) such assignment shall be effective only if such Designated Purchaser provides Parent with written acceptance thereof, in form and substance reasonably acceptable to Parent, prior to the Closing Date and (b) Buyer shall be and remain jointly and severally liable for all obligations of Buyer and such Designated Purchaser under this Agreement and under all documents and instruments to be executed and delivered by Buyer or such Designated Purchaser pursuant hereto.

Designated Purchasers. Prior to the Closing Date, Buyer may, upon not less than ten five Business Days’ prior written notice to Parent, assign its rights and obligations, in whole or in part, under this Agreement to one or more of its wholly-owned subsidiaries (each such entity, a “Designated Purchaser”) for the purpose of carrying out the transactions contemplated hereby; provided, however, that (a) such assignment shall be effective only if such Designated Purchaser provides Parent with written acceptance thereof, in form and substance acceptable to Parent, prior to the Closing Date and (b) Buyer shall be and remain jointly and severally liable for all obligations of Buyer and such Designated Purchaser under this Agreement and all documents and instruments Ancillary Agreements to be executed and delivered by Buyer or such Designated Purchaser pursuant hereto. Section 5.6(a) sets forth certain requirements applicable to any Designated Purchaser that purchases Shares of U.S. Holdco.

Designated Purchasers. Prior to the Closing Date, Buyer may, upon not less than ten five Business Days’ prior written notice to Parentthe Member, assign its rights and obligations, in whole or in part, under this Agreement to one or more of its wholly-owned subsidiaries (each such entity, a “Designated Purchaser”) for the purpose of carrying out the transactions contemplated herebyby this Agreement; provided, however, that (a) such assignment shall be effective only if such Designated Purchaser provides Parent the Member with written acceptance thereof, in form and substance acceptable to Parentthe Member, prior to the Closing Date and (b) Buyer and each Designated Purchaser shall be and remain jointly and severally liable for all obligations of Buyer and such each Designated Purchaser under this Agreement and all documents and instruments to be executed and delivered by Buyer or such any Designated Purchaser pursuant hereto.