Purchaser Group. Each CP Conduit, its related Liquidity Agent and the related Investors, all as identified on the Joinder related to such Purchaser Group.
Purchaser Group. Introduction Schedule 13E-3 . . . . . . . . . . . . . . . . . . . . . . . . . . . Section 1.2 SEC. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Section 1.2
Purchaser Group. Each CP Entity, its related Liquidity Agent and the related Investors, all as identified on the Joinder related to such Purchaser Group.
Purchaser Group. Section 7.2(a) Purchase Price.................................. Section 1.3 Purchaser.......................................
Purchaser Group. (a) The Purchaser shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 5.15, one or more existing or to be incorporated wholly-owned subsidiaries or Affiliates to (i) purchase Acquired Assets (including Assumed Contracts), (ii) assume Assumed Liabilities, and/or (iii) employ Transferred Employees on and after the Purchaser Employment Date (any subsidiary of the Purchaser that shall be properly designated by the Purchaser in accordance with this clause, a member of the “Purchaser Group”). In furtherance of its rights under this Section 5.15, the Purchaser has initially designated the Person(s) listed on Exhibit N as members of the Purchaser Group.
(b) The Purchaser, by way of a written notice to be delivered to the Seller as soon as reasonably practicable after the date hereof and in no event later than the 15th day prior to the Initial Closing Date, may amend Exhibit N; provided that the amended Exhibit N will contain appropriate information about the members of the Purchaser Group.
Purchaser Group. Joint and Several Obligations. The obligations of Parent and Purchaser under this Agreement in favour of Seller Group are joint and several obligations of each of them.
Purchaser Group. (a) Purchaser shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.15, one or more Affiliates of Purchaser to (i) purchase Acquired Assets (including the Acquired JV Interests, the Assumed Contracts and the Assumed Split Contract Rights), (ii) assume Assumed Liabilities, (iii) purchase the Retained JV Interests pursuant to Section 2.7 and/or (iv) employ Transferred Employees on and after the JV Closing Date, and any such Affiliate properly designated by Purchaser in accordance with this Section 2.15 shall become a member of the Purchaser Group.
(b) Purchaser, by way of a written notice to be delivered to Seller as soon as reasonably practicable, may change, or add any Affiliate of Purchaser to, the Purchaser Group; provided, that (i) any change in the Purchaser Group shall not be permitted if such change is reasonably expected to delay the JV Closing Date or delay or otherwise adversely affect the completion of the activities contemplated by the IT Carve Out Agreement; (ii) such notice shall contain appropriate information about the members of the Purchaser Group proposed to be added; (iii) each additional Purchaser Group member shall execute a joinder to this Agreement; and (iv) any additional incremental Taxes, costs and expenses arising from any change in the Purchaser Group members beyond those that would not have otherwise existed if such change to the Purchaser Group members had not occurred (“Purchaser Group Change Taxes”) shall be borne solely by the Purchaser Group.
Purchaser Group. (a) The Purchaser shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.12, one or more wholly-owned subsidiaries or Affiliates to (i) purchase Purchased Assets, (ii) assume Assumed Liabilities, and/or (iii) employ any employees (any subsidiary of the Purchaser that shall be properly designated by the Purchaser in accordance with this clause, a member of the "Purchaser Group"). For purposes of this Agreement, any reference to "Purchaser" shall mean such member of the Purchaser Group in the event that Purchaser shall designate any member of the Purchaser Group as provided herein.
(b) Without limiting any provisions of this Agreement, the Purchaser shall have the right, at any time prior to the Closing, to assign to any member of the Purchaser Group or any other entities controlled by, controlling, or under common control with the Purchaser, the Purchaser's right to take title to, ownership of, and possession of one or more of the Purchased Assets at the Effective Time. In the event that the Purchaser elects to assign all or a portion of such right with respect to all or a portion of the Purchased Assets, the Purchaser shall provide prompt written notice of any such assignment to the Company, and at the Closing, the Company shall undertake all such further acts, and execute all such documents, as may be necessary or advisable at the Purchaser's reasonable request to effect the direct, separate, and independent transfer of each Purchased Asset (or group of Purchased Assets) (i) from the Company to the Purchaser and/or (ii) from the Company to the Purchaser's assignee(s), as the case may be.
Purchaser Group. SECTION 7.2(a) Purchase Price . . . . . . . . . . . . SECTION 1.3 Purchaser . . . . . . . . . . . . . . .
Purchaser Group. (a) The Purchaser shall be entitled to designate, in accordance with the terms and subject to the limitations set forth in this Section 2.4, one or more wholly-owned subsidiaries or Affiliates to (i) purchase Acquired Assets (including Assumed Contracts), (ii) assume Assumed Liabilities, and/or (iii) employ Transferred Employees on and after the Purchaser Employment Date (any subsidiary of the Purchaser that shall be properly designated by the Purchaser in accordance with this clause, a member of the “Purchaser Group”). In furtherance of its rights under this Section 2.4, the Purchaser has initially designated the Person(s) listed on Exhibit L as members of the Purchaser Group.
(b) The Purchaser, by way of a written notice to be delivered to the Seller as soon as reasonably practicable after the date hereof and in no event later than the thirtieth (30th) day prior to the Initial Closing Date, may amend Exhibit L; provided, that any change in the Purchaser Group shall not be permitted if such change is reasonably expected to delay the anticipated Initial Closing Date; and provided further that such amended Exhibit L shall contain appropriate information about the members of the Purchaser Group listed on such amended Exhibit L.
