Action Subsequent to Closing Sample Clauses

Action Subsequent to Closing. Upon the execution hereof, GRAPHITE will: (i) perform all of its obligations under material contracts, leases, insurance policies, royalty contracts, and or documents relating to its assets and business; (ii) use its best efforts to maintain and preserve its business organization intact, to retain its key employees, and to maintain its relationship with existing potential customers and clients; and (iii) fully comply with and perform in all material respects all obligations and duties imposed on it by the Ontario Department of Northern Affairs & Mines, including, but not limited to keeping the assessment of GRAPHITE's 41 claims up to date, and continue to do any all things necessary and requisite for the actual commencement of mining operations on the claims set forth in Exhibit A attached hereto and incorporated herein by reference and more particularly described in the Report on Exploration Activities and Geological Compilation report prepared for GRAPHITE by MDX GeoServices of Bridgenorth, Ontario.
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Action Subsequent to Closing. AMG and TULSAT agree that subsequent to Closing, the Surviving Corporation may (a) enter into such tax agreements with the states where Diamond conducted trucking activities substantially in the form previously provided to AMG and TULSAT, (b) form a subsidiary to conduct its trucking activities, and (c) subject to the approval of AMG and TULSAT which will not be unreasonably withheld or delayed, take such other legally proper action as the Shareholders deem appropriate to reduce or minimize their potential liability under Section 11.9 hereof; provided, however, nothing contained in this Section shall impair the rights of AMG, the Surviving Corporation and TULSAT, or the obligations of the Shareholders, under Section 11.9.

Related to Action Subsequent to Closing

  • Conditions Precedent to Closing Date The obligation of the Lenders to make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, in each case, on the Closing Date are subject to the satisfaction on or prior to the Closing Date of each of the following conditions:

  • Condition to Closing Buyer acknowledges and agrees that the Closing is contingent upon the closing of the IPO, and that if, for whatever reason, the IPO is not completed, the Company shall not be obligated to issue and sell the Restricted Shares and Buyer shall not be required to purchase the Restricted Shares and this Agreement may be terminated in accordance with Section 5(k) below.

  • Conditions Precedent to Closing The obligation of Lender to make the Loan hereunder is subject to the fulfillment by Borrower or waiver by Lender of the following conditions precedent no later than the Closing Date:

  • Seller’s Conditions Precedent to Closing The obligation of Seller to consummate the transactions contemplated by this Agreement shall be subject to fulfillment at or prior to the Closing of the following conditions, any one or more of which may be waived in writing by Seller:

  • Closing Conditions to Closing The Lender will not be obligated to make the initial Loans or to obtain any Letters of Credit on the Closing Date, unless the following conditions precedent have been satisfied in a manner satisfactory to Lender:

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • BUYER’S CONDITIONS PRECEDENT TO CLOSING The obligation of Buyer to close the transactions contemplated by this Agreement is subject to the satisfaction at or prior to the Closing of each of the following conditions precedent (any and all of which may be waived by Buyer in writing):

  • CONDITIONS TO CLOSING OF COMPANY The Company's obligation to sell and issue the Shares at the Closing is, at the option of the Company, subject to the fulfillment or waiver of the following conditions:

  • Conditions Precedent to the Closing 12 7.1. Consents; Stockholder Approval .................................. 12 7.2. No Suits or Actions ............................................. 12 ARTICLE VIII - MISCELLANEOUS................................................. 12

  • Purchaser’s Conditions to Closing The obligations of the Purchaser under this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

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