Commission Model Text for Trustee Mandate:Aanhef

Commission Model Text for Trustee Mandate

Aanhef

Geldend

Deze functie is alleen te gebruiken als je bent ingelogd.Deze functie is alleen te gebruiken als je bent ingelogd.Deze functie is alleen te gebruiken als je bent ingelogd.Deze functie is alleen te gebruiken als je bent ingelogd.Deze functie is alleen te gebruiken als je bent ingelogd.

Model of the European Commission of 5 December 2013

BETWEEN:

1.

[X] [Indicate the name(s) of the undertaking(s) that will divest its/their businesses] (hereafter [X]), a company organised under the laws of [Indicate law of origin], which has its registered seat at [Indicate complete address], represented by [Indicate name and title of individual representing X for the Mandate],

AND

2.

[Insert name, address, and, as the case may be, company details of the Trustee], (the ‘Trustee’).

[X] and the Trustee are hereafter referred to as the ‘Mandate Parties’.

WHEREAS

In [Indicate full case name and number] and pursuant to [Article 6(2)/Article 8(2)] of Council Regulation (EC) No 139/2004 (the ‘Merger Regulation’), [X] entered into commitments (the ‘Commitments’), attached hereto as Annex 1, vis-à-vis the European Commission (the ‘Commission’) with a view to rendering [Description of the operation: e.g. the acquisition of…; the creation of a full-function joint venture between…] compatible with the internal market and the functioning of the EEA Agreement. The Commission approved the operation by its decision pursuant to [Article 6(1)(b)/Article 8(2)] of the Merger Regulation (the ‘Decision’), subject to full compliance with the Commitments, which are attached to the Decision as conditions and obligations.

According to the Commitments, [X] undertakes to divest the [Indicate the business to be divested] and, in the meantime, to preserve the economic viability, marketability and competitiveness of that business. Therefore, [X] undertakes to appoint a Monitoring Trustee for the monitoring of the hold separate obligations and of the divestiture procedure, and to appoint a Divestiture Trustee for the divestiture of the said business if [X] has not succeeded in divesting it during the First Divestiture Period. In accordance with the Commitments, [X] hereby engages the Trustee and this agreement forms the mandate referred to in the Commitments (hereafter the ‘Mandate’).

The appointment of the Trustee and the terms of this Mandate were approved by the Commission on [Indicate date of approval letter].

In case of doubt or conflict, this Mandate shall be interpreted in the light of (1) the Commitments and the Decision, (2) the general framework of European Union law, in particular in the light of the Merger Regulation, and (3) the Commission Notice on remedies acceptable under Council Regulation (EC) No 139/2004 and under Commission Regulation (EC) No 802/2004.

IT HAS BEEN AGREED AS FOLLOWS:

Deze functie is alleen te gebruiken als je bent ingelogd.