Designated Affiliate Clause Samples

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Designated Affiliate. The Purchaser will use its commercially reasonable efforts to designate a Designated Affiliate as soon as practicable following the date of this Agreement and, in any event, will make such designation not less than ten
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Designated Affiliate. It is understood and agreed among the parties that Purchaser may cause one or more companies which are directly or indirectly controlled by or under common control with Parent designated by it (the "Designated Affiliate" or "Designated Affiliates") to carry out some or all of the provisions of this Agreement (including, without limitation, the effectuation of the Acquisition Transaction); PROVIDED, HOWEVER, that Purchaser shall nevertheless remain liable for all of its obligations and those of the Designated Affiliate or Affiliates hereunder.
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Designated Affiliate. Prior to the Assignment Order Contract Deadline, the Purchaser may, with the consent of the Vendors, acting reasonably, designate any one or more Affiliates to be the assignee of all of the Vendors’ rights, benefits and interests in, to and under any one or more of the Assigned Contracts (such Affiliate so designated prior to the Assignment Order Contract Deadline, the “Designated Affiliate”).
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Designated Affiliate. It is understood and agreed between the parties that Buyer may cause one or more of its existing or to be formed affiliates designated by it ("DESIGNATED AFFILIATE" or "DESIGNATED AFFILIATES") to carry out all or part of the transactions contemplated by this Agreement; provided, however, that Buyer's Parent shall nevertheless remain liable for all of its obligations and those of any Designated Affiliate hereunder.
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Designated Affiliate. The Purchaser will use its commercially reasonable efforts to designate a Designated Affiliate as soon as practicable following the date of this Agreement and, in any event, will make such designation not less than ten (10) days prior to the Closing. The Purchaser acknowledges and agrees that any representation, warranty or covenant of the Seller which is breached or not true and correct, shall be deemed not breached and true and correct to the extent such breach or inaccuracy resulted solely from the designation of a Designated Affiliate.
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Designated Affiliate. Buyer shall have the right (a) to cause one or more Affiliates or direct or indirect subsidiaries designated by it (the "Designated Affiliate" or "Designated Affiliates") to carry out all or part of the transactions contemplated hereby to be carried out by Buyer, and (b) to assign this Agreement to any Affiliate, including, but not limited to, TelePassport Inc., provided that in the event of any such assignment the assignee shall assume -38- 39 all obligations of Buyer hereunder. In connection with and as a condition to such assignment Sellers and the assignees shall enter into an agreement pursuant to which such assignee shall assume Buyer's obligations under this Agreement.
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Related to Designated Affiliate

  • Authorized Affiliates The parties agree that, by executing the DPA, the Customer enters into the DPA on behalf of itself and, as applicable, in the name and on behalf of its Authorized Affiliate(s), thereby establishing a separate DPA between Okta and each such Authorized Affiliate, subject to the provisions of the Agreement. Each Authorized Affiliate agrees to be bound by the obligations under this DPA and, to the extent applicable, the Agreement. An Authorized Affiliate is not and does not become a party to the Agreement, and is only a party to the DPA. All access to and use of the Service by Authorized Affiliate(s) must comply with the terms and conditions of the Agreement and any violation thereof by an Authorized Affiliate shall be deemed a violation by Customer.

  • Affiliate As used in this Agreement, the term “affiliate” shall mean any entity which owns or controls, is owned or controlled by, or is under common ownership or control with, Company.

  • Affiliate or Affiliated With respect to any Person, (i) any Person directly or indirectly owning, controlling or holding, with the power to vote, ten percent (10%) or more of the outstanding voting securities of such other Person; (ii) any Person ten percent (10%) or more of whose outstanding voting securities are directly or indirectly owned, controlled or held, with the power to vote, by such other Person; (iii) any Person directly or indirectly controlling, controlled by or under common control with such other Person; (iv) any executive officer, director, trustee or general partner of such other Person; and (v) any legal entity for which such Person acts as an executive officer, director, trustee or general partner.

  • Insiders’ NASD Affiliation Based on questionnaires distributed to such persons, except as set forth on Schedule 2.18.4, no officer, director or any beneficial owner of the Company's unregistered securities has any direct or indirect affiliation or association with any NASD member. The Company will advise the Representative and its counsel if it learns that any officer, director or owner of at least 5% of the Company's outstanding Common Stock is or becomes an affiliate or associated person of an NASD member participating in the offering.

  • NASD AFFILIATION Are you affiliated or associated with an NASD member firm (please check one): Yes _________ No __________ If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If Subscriber is a Registered Representative with an NASD member firm, have the following acknowledgment signed by the appropriate party: The undersigned NASD member firm acknowledges receipt of the notice required by Article 3, Sections 28(a) and (b) of the Rules of Fair Practice. _________________________________ Name of NASD Member Firm By: ______________________________ Authorized Officer Date: ____________________________