Mexico Transaction Sample Clauses

Mexico Transaction. (a) Liberty hereby grants to DIRECTV or its designee the irrevocable option (the “Mexico Option”) to acquire from Liberty Mexico all of the Innova Shares, free and clear of all Liens other than Permitted Liens. (b) Subject to Liberty’s rights pursuant to Section 2.2(c), DIRECTV may exercise the Mexico Option at such time as it determines, provided that all of the conditions set forth in Section 6.2 have been satisfied or properly waived. DIRECTV shall give Liberty at least two Business Days’ prior written notice of the exercise of the Mexico Option (“Exercise Notice”). Subject to the satisfaction or proper waiver of the conditions set forth in Section 6.2, at the Mexico Option Closing, Liberty shall cause Liberty Mexico to sell, assign and transfer to the Purchaser, and the Purchaser shall purchase from Liberty Mexico, all of the Innova Shares, free and clear of all Liens other than Permitted Liens. (c) If the Mexico Option has not been exercised on or before the earlier of (i) the Determination Date, (ii) the date on which DIRECTV exercises News Mexico Option 2 and (iii) the second anniversary of the date hereof, then Liberty may at its sole option, by written notice to DIRECTV, require DIRECTV to purchase from Liberty Mexico all of the Innova Shares, as provided in Section 2.2(b), within two (2) Business Days after such notice is received by DIRECTV, provided that all of the conditions set forth in Section 6.2 have been satisfied or properly waived.
Mexico Transaction. This Agreement shall terminate in respect of the Mexico Transaction, and the Mexico Transaction shall thereby be abandoned, upon the expiration of the Mexico Option in accordance with Section 2.2(a). This Agreement may be terminated in respect 1aof the Mexico Transaction by DIRECTV if the conditions to closing set forth in Section 6.2.2.1 or Section 6.2.2.4 shall have become incapable of being satisfied.
Mexico Transaction. In connection with the Mexico Transaction:
Mexico Transaction. All Tax-sharing Agreements with respect to or involving News DTH (Mexico) shall be terminated with respect to News DTH (Mexico) on or prior to the Mexico Option 2 Closing Date. After the Mexico Option 2 Closing Date, neither News and its Affiliates, on the one hand, nor News DTH (Mexico), on the other, shall be bound by any Tax-sharing Agreement or have any liability under any Tax-sharing Agreement to the other party for amounts due in respect of any Tax-sharing Agreement.