Procedure for authorising restricted actions during the Interim Period. If, during the Interim Period, the Seller intends that any of the Companies takes any of the actions referred to in Clause 5.1.2 above, the Seller shall notify the Buyer and require its consent, such consent not to be unreasonably withheld or delayed: (i) The Buyer shall use all reasonable endeavours to notify the Seller of the Buyer’s decision to approve or not approve any such proposed actions within three Business Days of receipt of such notification from the Seller and, in the case of rejection, providing a reasonable justification thereof. (ii) The consent of the Buyer shall be deemed to have been granted if the Buyer does not notify the Seller of its disagreement in respect of the proposed action in writing within such three Business Days of receipt by the Buyer of a written request from the Seller. (iii) For the avoidance of doubt, if such a request is rejected by the Buyer and all Closing Actions affecting the Company in question are completed, the Seller shall not be liable in any event for any Damages which would not have occurred but for such non-approval.
Appears in 4 contracts
Samples: Agreement for the Sale and Purchase of the Towers Latam Division of Telxius Telecom, s.A. (American Tower Corp /Ma/), Agreement for the Sale and Purchase of the Towers Europe Division of Telxius Telecom, s.A. (American Tower Corp /Ma/), Agreement for the Sale and Purchase of the Towers Latam Division of Telxius Telecom, s.A. (Telefonica S A)
