Common use of Designation of Affiliates Clause in Contracts

Designation of Affiliates. To the extent that any of the Transferred Assets are under the control of any of Seller’s Affiliates, Seller shall direct its Affiliates to promptly take such legal action as may be necessary to consummate the transfer to Buyer and its Affiliates of such Transferred Assets under terms and conditions which are consistent with and subject to the terms of this Agreement. Prior to the Closing with respect to any Country Unit, Buyer may designate, with the consent of Seller, one or more Affiliates to, at such Closing, (i) acquire all or part of the Transferred Assets or (ii) assume all or part of the Assumed Liabilities, in each case relating to such Country Unit, in which case all references herein to Buyer will be deemed to refer to such Affiliate or Affiliates, as appropriate; provided, however, that no such designation will in any event limit or affect the obligations of Buyer under this Agreement to the extent not performed by such Affiliate or Affiliates.

Designation of Affiliates. To the extent that any of the Transferred Assets are under the control of any of Seller’s Affiliates, Seller shall direct cause its Affiliates to promptly take such legal action as may be necessary to consummate the transfer to Buyer and its Affiliates of such Transferred Assets under terms and conditions which are consistent with and subject to the terms of this Agreement. Prior to the Closing with respect to to, and in any Country Unitevent at least 30 days in advance of, any Applicable Closing, Buyer may designate, with the consent of Seller, designate one or more Affiliates to, at such the Applicable Closing, (i) acquire all or part of the Transferred Assets or Assets, (ii) assume all or part of the Assumed LiabilitiesLiabilities or (iii) pay a designated portion of the Cash Consideration pursuant to Section 2.03, in each case relating related to such the applicable Country Unit, as the case may be, in which case event all references herein to Buyer will be deemed to refer to such Affiliate or Affiliates, as appropriate; provided, however, that no such designation will in any event limit or affect the obligations of Buyer under this Agreement to the extent not performed by such Affiliate or Affiliates.

Designation of Affiliates. To the extent that any of the Transferred Assets are under the control of any of Seller’s Affiliates, Seller shall direct its Affiliates to promptly take such legal action as may be necessary to consummate the transfer to Buyer and its Affiliates of such Transferred Assets under terms and conditions which are wholly consistent with and subject to the terms of this Agreement. Prior to the Closing with respect to any Country Unitapplicable Closing, Buyer may designate, with the consent of Seller, one or more Affiliates to, at such the applicable Closing, (i) acquire all or part of the Transferred Assets or (ii) assume all or part of the Assumed Liabilities, in each case relating related to such the applicable Principal Country Unit or Non-Principal Country Unit, as the case may be, in which case event all references herein to Buyer will be deemed to refer to such Affiliate or Affiliates, as appropriate; provided, however, that no such designation will in any event limit or affect the obligations of Buyer under this Agreement to the extent not performed by such Affiliate or Affiliates.