Examples of Buying Affiliates in a sentence
At the Closing, GE shall deliver or cause to be delivered to the Buyer, for itself and as agent for the Buying Affiliates.
All matters relating to the transfer of the Transferred Assets and Assumed Liabilities from the applicable Sellers, on the one hand, to the relevant Buying Affiliates, on the other hand, which are not expressly regulated under the relevant Ancillary Agreements, are deemed to be regulated by this Agreement.
Upon consummation of the Subsidiary Purchases at the Closing as contemplated by this Agreement, the Selling Affiliates will deliver to the Buying Affiliates good and valid title to all of the Purchased Interests.
In addition, the Buyer wishes to assume, or to cause such Buying Affiliates as the Buyer may designate to assume, and the Sellers wish to have the Buyer and such Buying Affiliates assume, the Assumed Liabilities, upon the terms and subject to the conditions set forth in this Agreement.
The Buyer shall have executed and delivered, or shall have caused the applicable Buying Affiliates to have executed and delivered, to GE the Business Transfer Agreements, the Xxxx of Sale, Assignment and Assumption Agreement, the Transition Services Agreement, the Transitional Trademark License Agreement, the Instrument of Cancellation, the Customer Agreement and the Intellectual Property Cross License Agreement.
The execution and delivery of this Agreement and the Ancillary Agreements by the Buyer and each Buying Affiliate, the consummation by the Buyer and the Buying Affiliates of the transactions contemplated by, and the performance by the Buyer and each Buying Affiliate of its obligations under, this Agreement and the Ancillary Agreements have been duly authorized by all requisite corporate action on the part of the Buyer and each Buying Affiliate.
Buyer guarantees the payment and performance of all obligations of the Buying Affiliates under the Business Transfer Agreement.
General Xxxxx or the Buying Affiliates shall have delivered to Diageo all the certificates, instruments, agreements and other documents to be delivered pursuant to Section 2.12.
As soon as reasonably practicable following the execution hereof, (a) Diageo will cause the Selling Affiliates to execute and deliver duly executed counterparts to the Subsidiary Purchase Agreements and (b) General Xxxxx will notify Diageo of the identity of each of the Buying Affiliates and will cause each such Buying Affiliate to execute and deliver duly executed counterparts to the Subsidiary Purchase Agreements.