Common use of Designation and Assignment Rights Clause in Contracts

Designation and Assignment Rights. (a) Each Investor shall have the right to designate by written notice to the Company no later than two (2) Business Days prior to the Effective Date that some or all of its Investor Shares be issued in the name of and delivered to a Related Purchaser thereof in accordance with the terms hereof, which notice of designation shall (i) be addressed to the Company and signed by such Investor and each such designated Related Purchaser, (ii) specify the number of Investor Shares to be delivered to or issued in the name of such Related Purchaser and (iii) contain a confirmation by such Related Purchaser of the accuracy of the representations set forth in ‎Section 6.6 through ‎Section 6.8 as applied to such Related Purchaser (a “Related Purchaser Confirmation”); provided, that no such designation pursuant to this ‎Section 3.5 shall relieve such Investor from its obligations under this Agreement. (b) Additionally, in the event that any Investor (an “Assigning Investor”) sells, assigns or otherwise Transfers all or any portion of its Term B Loans to (i) another Investor or its Related Purchaser, (ii) a Related Purchaser of the Assigning Investor or (iii) one or more other Persons that is not an Investor or a Related Purchaser (each such Investor, Related Purchaser or other Person, an “Ultimate Purchaser”), in each case, it shall cause such Ultimate Purchaser (other than an Investor or any other Person that has already executed a Commitment Joinder Agreement) to agree in writing to be bound by this Agreement by executing and delivering to the Company and each other Investor a Commitment Joinder Agreement; provided, that such Assigning Investor shall provide written notice to the Company and each other Investor in advance of such Transfer (other than a Transfer to another Investor or any other Person that has already executed a Commitment Joinder Agreement) and no later than two (2) Business Days prior to the Effective Date; provided, further, that, subject to the Amended and Restated Limited Liability Company Agreement, nothing in this Agreement shall limit or restrict in any way any Investor’s ability to Transfer any of its Investor Shares or any interest therein after the Effective Date pursuant to an effective registration statement under the Securities Act or an exemption from the registration requirements thereunder and pursuant to applicable state securities Laws. Each Investor or Ultimate Purchaser agrees that any Transfer of any Term B Loans that does not comply with the terms and procedures set forth in this ‎Section 3.5‎(b) shall be deemed void ab initio, and the Debtors shall have the right to avoid such Transfer.

Designation and Assignment Rights. (a) Each Investor shall have the right to designate by written notice to the Company no later than two (2) Business Days prior to the Effective Date that some or all of its Investor Shares be issued in the name of and delivered to a Related Purchaser thereof in accordance with the terms hereof, which notice of designation shall (i) be addressed to the Company and signed by such Investor and each such designated Related Purchaser, (ii) specify the number of Investor Shares to be delivered to or issued in the name of such Related Purchaser and (iii) contain a confirmation by such Related Purchaser of the accuracy of the representations set forth in ‎Section Section 6.6 through ‎Section Section 6.8 as applied to such Related Purchaser (a “Related Purchaser Confirmation”); provided, that no such designation pursuant to this ‎Section Section 3.5 shall relieve such Investor from its obligations under this Agreement. . (b) Additionally, in the event that any Investor (an “Assigning Investor”) sells, assigns or otherwise Transfers all or any portion of its Term B Loans to (i) another Investor or its Related Purchaser, (ii) a Related Purchaser of the Assigning Investor or (iii) one or more other Persons that is not an Investor or a Related Purchaser (each such Investor, Related Purchaser or other Person, an “Ultimate Purchaser”), in each case, it shall cause such Ultimate Purchaser (other than an Investor or any other Person that has already executed a Commitment Joinder Agreement) to agree in writing to be bound by this Agreement by executing and delivering to the Company and each other Investor a Commitment Joinder Agreement; provided, that such Assigning Investor shall provide written notice to the Company and each other Investor in advance of such Transfer (other than a Transfer to another Investor or any other Person that has already executed a Commitment Joinder Agreement) and no later than two (2) Business Days prior to the Effective Date; provided, further, that, subject to the Amended and Restated Limited Liability Company AgreementReorganized GGS Corporate Documents, nothing in this Agreement shall limit or restrict in any way any Investor’s ability to Transfer any of its Investor Shares or any interest therein after the Effective Date pursuant to an effective registration statement under the Securities Act or an exemption from the registration requirements thereunder and pursuant to applicable state securities Laws. Each Investor or Ultimate Purchaser agrees that any Transfer of any Term B Loans that does not comply with the terms and procedures set forth in this ‎Section 3.5‎(bSection 3.5(b) shall be deemed void ab initio, and the Debtors shall have the right to avoid such Transfer.

Designation and Assignment Rights. (a) Each Investor shall have the right to designate by written notice to the Company no later than two (2) Business Days prior to the Effective Date that some or all of its Investor Shares be issued in the name of and delivered to a Related Purchaser thereof in accordance with the terms hereof, which notice of designation shall (i) be addressed to the Company and signed by such Investor and each such designated Related Purchaser, (ii) specify the number of Investor Shares to be delivered to or issued in the name of such Related Purchaser and (iii) contain a confirmation by such Related Purchaser of the accuracy of the representations set forth in ‎Section inSection 6.6 through ‎Section 6.8 as Section 6.8as applied to such Related Purchaser (a “Related Purchaser Confirmation”); provided, that no such designation pursuant to this ‎Section Section 3.5 shall relieve such Investor from its obligations under this Agreement. (b) Additionally, in the event that any Investor (an “Assigning Investor”) sells, assigns or otherwise Transfers all or any portion of its Term B Loans to (i) another Investor or its Related Purchaser, (ii) a Related Purchaser of the Assigning Investor or (iii) one or more other Persons that is not an Investor or a Related Purchaser (each such Investor, Related Purchaser or other Person, an “Ultimate Purchaser”), in each case, it shall cause such Ultimate Purchaser (other than an Investor or any other Person that has already executed a Commitment Joinder Agreement) to agree in writing to be bound by this Agreement by executing and delivering to the Company and each other Investor a Commitment Joinder Agreement; provided, that such Assigning Investor shall provide written notice to the Company and each other Investor in advance of such Transfer (other than a Transfer to another Investor or any other Person that has already executed a Commitment Joinder Agreement) and no later than two (2) Business Days prior to the Effective Date; provided, further, that, subject to the Amended and Restated Limited Liability Company AgreementReorganized GGS Corporate Documents, nothing in this Agreement shall limit or restrict in any way any Investor’s ability to Transfer any of its Investor Shares or any interest therein after the Effective Date pursuant to an effective registration statement under the Securities Act or an exemption from the registration requirements thereunder and pursuant to applicable state securities Laws. Each Investor or Ultimate Purchaser agrees that any Transfer of any Term B Loans that does not comply with the terms and procedures set forth in this ‎Section 3.5‎(bSection 3.5(b) shall be deemed void ab initio, and the Debtors shall have the right to avoid such Transfer.

Designation and Assignment Rights. (a) Each Investor shall have the right to designate by written notice to the Company no later than two (2) Business Days prior to the Effective Date that some or all of its Investor Shares be issued in the name of and delivered to a Related Purchaser thereof in accordance with the terms hereof, which notice of designation shall (i) be addressed to the Company and signed by such Investor and each such designated Related Purchaser, (ii) specify the number of Investor Shares to be delivered to or issued in the name of such Related Purchaser and (iii) contain a confirmation by such Related Purchaser of the accuracy of the representations set forth in ‎Section Section 6.6 through ‎Section Section 6.8 as applied to such Related Purchaser (a “Related Purchaser Confirmation”); provided, that no such designation pursuant to this ‎Section Section 3.5 shall relieve such Investor from its obligations under this Agreement. (b) Additionally, in the event that any Investor (an “Assigning Investor”) sells, assigns or otherwise Transfers all or any portion of its Term B Loans to (i) another Investor or its Related Purchaser, (ii) a Related Purchaser of the Assigning Investor or (iii) one or more other Persons that is not an Investor or a Related Purchaser (each such Investor, Related Purchaser or other Person, an “Ultimate Purchaser”), in each case, it shall cause such Ultimate Purchaser (other than an Investor or any other Person that has already executed a Commitment Joinder Agreement) to agree in writing to be bound by this Agreement by executing and delivering to the Company and each other Investor a Commitment Joinder Agreement; provided, that such Assigning Investor shall provide written notice to the Company and each other Investor in advance of such Transfer (other than a Transfer to another Investor or any other Person that has already executed a Commitment Joinder Agreement) assignment and no later than two (2) Business Days prior to the Effective Date; provided, further, that, subject to the Amended and Restated Limited Liability Company AgreementReorganized GGS Corporate Documents, nothing in this Agreement shall limit or restrict in any way any Investor’s ability to Transfer any of its Investor Shares or any interest therein after the Effective Date pursuant to an effective registration statement under the Securities Act or an exemption from the registration requirements thereunder and pursuant to applicable state securities Laws. Each Investor or Ultimate Purchaser agrees that any Transfer of any Term B Loans that does not comply with the terms and procedures set forth in this ‎Section 3.5‎(b) shall be deemed void ab initio, and the Debtors shall have the right to avoid such Transfer.