THE MANDATE. 5.1 The terms of the mandate proposed by the Parties pursuant to paragraph 4.2 above shall, as a minimum, contain all provisions necessary to enable the Trustee to carry out the Trustee Functions including, without limitation to the generality of this paragraph: (a) an exclusive, irrevocable mandate to sell the Divestment Business as required by paragraph 6.1 below to a purchaser as directed or approved in writing in advance by the CMA at no minimum price and on such reasonable terms and conditions as the Trustee considers appropriate to effect an expedient sale; (b) a mandate to take any other steps necessary for, or incidental to, the Trustee’s mandate under sub-paragraph (a) above; (c) a comprehensive power of attorney to the Trustee (including the authority to grant sub-powers of attorney to the Trustee’s officers, employees and agents) to enable it to take all steps necessary or appropriate to effect the sale of the Divestment Business; (d) a mandate to comply with any orders and/or directions given by the CMA; and (e) a mandate to appoint at the Parties’ expense such advisers as the CMA and/or the Trustee reasonably considers necessary or appropriate in connection with the performance of the Trustee Functions.
Appears in 2 contracts
Samples: Acquisition Agreement, Acquisition Agreement
THE MANDATE. 5.1 The terms of the mandate proposed by the Parties AMC pursuant to paragraph 4.2 above shall, as a minimum, contain all provisions necessary to enable the Trustee to carry out the Trustee Functions including, without limitation to the generality of this paragraph:
(a) an exclusive, irrevocable mandate to sell the Divestment Business as required by paragraph 6.1 below to a purchaser as directed or approved in writing in advance by the CMA at no minimum price and on such reasonable terms and conditions as the Trustee considers appropriate to effect an expedient sale;
(b) a mandate to take any other steps necessary for, or incidental to, the Trustee’s mandate under sub-paragraph (a) above;
(c) a comprehensive power of attorney to the Trustee (including the authority to grant sub-powers of attorney to the Trustee’s officers, employees and agents) to enable it to take all steps necessary or appropriate to effect the sale of the Divestment Business;
(d) a mandate to comply with any orders and/or directions given by the CMA; and
(e) a mandate to appoint at the Parties’ AMC’s expense such advisers as the CMA and/or the Trustee reasonably considers necessary or appropriate in connection with the performance of the Trustee Functions.
Appears in 2 contracts
Samples: Acquisition Agreement, Acquisition Agreement
THE MANDATE.
5.1 The terms of the mandate proposed by the Parties Xxxxx pursuant to paragraph 4.2 above shall, as a minimum, contain all provisions necessary to enable the Trustee to carry out the Trustee Functions including, without limitation to the generality of this paragraph:
(a) an exclusive, irrevocable mandate to sell the Divestment Business as required by paragraph 6.1 below to a purchaser as directed or approved in writing in advance by the CMA at no minimum price and on such reasonable terms and conditions as the Trustee considers appropriate to effect an expedient sale;
(b) a mandate to take any other steps necessary for, or incidental to, the Trustee’s mandate under sub-paragraph (a) above;
(c) a comprehensive power of attorney to the Trustee (including the authority to grant sub-powers of attorney to the Trustee’s officers, employees and agents) to enable it to take all steps necessary or appropriate to effect the sale of the Divestment Business;
(d) a mandate to comply with any orders and/or directions given by the CMA; and
(e) a mandate to appoint at the Parties’ Xxxxx’x expense such advisers as the CMA and/or the Trustee reasonably considers necessary or appropriate in connection with the performance of the Trustee Functions.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement
THE MANDATE. 5.1 The terms of the mandate proposed by the Parties Dover pursuant to paragraph 4.2 above shall, as a minimum, contain all provisions necessary to enable the Trustee to carry out the Trustee Functions including, without limitation to the generality of this paragraph:
(a) an exclusive, irrevocable mandate to sell the Divestment Business as required by paragraph 6.1 below to a purchaser as directed or approved in writing in advance by the CMA at no minimum price and on such reasonable terms and conditions as the Trustee considers appropriate to effect an expedient sale;
(b) a mandate to take any other steps necessary for, or incidental to, the Trustee’s mandate under sub-paragraph (a) above;
(c) a comprehensive power of attorney to the Trustee (including the authority to grant sub-powers of attorney to the Trustee’s officers, employees and agents) to enable it to take all steps necessary or appropriate to effect the sale of the Divestment Business;
(d) a mandate to comply with any orders and/or directions given by the CMA; and
(e) a mandate to appoint at the Parties’ Dover’s expense such advisers as the CMA and/or the Trustee reasonably considers necessary or appropriate in connection with the performance of the Trustee Functions.
Appears in 2 contracts
Samples: Acquisition Agreement, Acquisition Agreement
THE MANDATE.
5.1 The terms of the mandate proposed by the Parties pursuant to paragraph paragraph
4.2 above shall, as a minimum, contain all provisions necessary to enable the Trustee to carry out the Trustee Functions including, without limitation to the generality of this paragraph:
(a) an exclusive, irrevocable mandate to sell the Divestment Business as required by paragraph 6.1 below to a purchaser as directed or approved in writing in advance by the CMA at no minimum price and on such reasonable terms and conditions as the Trustee considers appropriate to effect an expedient sale;
(b) a mandate to take any other steps necessary for, or incidental to, the Trustee’s mandate under sub-paragraph (a) above;
(c) a comprehensive power of attorney to the Trustee (including the authority to grant sub-powers of attorney to the Trustee’s officers, employees and agents) to enable it to take all steps necessary or appropriate to effect the sale of the Divestment Business;
(d) a mandate to comply with any orders and/or directions given by the CMA; and
(e) a mandate to appoint at the Parties’ expense such advisers as the CMA and/or the Trustee reasonably considers necessary or appropriate in connection with the performance of the Trustee Functions.
Appears in 1 contract
Samples: Acquisition Agreement