Actions Subsequent to Closing. From and after the Closing, each party will, from time to time, at the reasonable request of the other party and without further consideration (but at the expense of the requesting party) do, execute, acknowledge, and deliver all such further acts, deeds, assignments, transfers, conveyances, certificates, and assurances as may be reasonably required by such other party to effect the Transactions.
Actions Subsequent to Closing. After Closing or as -------------------------------- mutually agreed to between the Company, BP Senior Care and the BP Senior Care Shareholder, the current management of BP Senior Care shall not be replaced, such management shall be responsible for the day-to-day operations of BP Senior Care from its present location as listed in Section 7.04, below, and such management shall be required to provide monthly unaudited financial statements and related supporting documentation to the Company or a financial management team as the Company may designate in its sole discretion.
Actions Subsequent to Closing. At the reasonable request of Purchaser or Seller, after the Closing, and without further consideration except as may be provided by separate agreement between or among such of the parties hereto as may be party to such separate agreement, Seller or Purchaser, as applicable, shall from time to time execute and deliver or cause to be executed and delivered such further instruments of transfer, releases of indebtedness or other liabilities, assignments, assumptions, consents or documents as may be reasonably necessary or appropriate to carry out the purposes hereof.
Actions Subsequent to Closing. At the reasonable request of Purchaser or Sellers, as applicable, after the Closing, and without further consideration, Sellers or Purchaser, as applicable, shall from time to time execute and deliver or cause to be executed and delivered such further instruments of transfer, releases of indebtedness or other liabilities, assignments, assumptions, consents or documents as may be reasonably necessary or appropriate to carry out the purposes hereof and will make available to the other such books and records of the other as may be reasonably requested to carry out obligations created or contemplated hereunder and to report the transactions hereunder to Governmental Entities.
Actions Subsequent to Closing. At the reasonable request of the Purchaser or the Sellers, as applicable, after the Closing and without further consideration, the Sellers or the Purchaser, as applicable, shall from time to time execute and deliver or cause to be executed and delivered such further instruments of transfer, assignments, consents or documents as may be reasonably necessary or appropriate to carry out the purposes hereof. Both Purchasers and Sellers acknowledge that Sellers shall have 30 days from the date of this Agreement to deliver to Purchasers Schedule 2.2 referred to herein.
Actions Subsequent to Closing. Edgebrook and the Company after the Closing, and without further consideration, shall from time to time execute and deliver or cause to be executed and delivered such further instruments of transfer, assignments, consents or documents as may be reasonably necessary or appropriate to carry out the intent and purposes hereof.
Actions Subsequent to Closing. Following the Closing, SimplePons shall cause IFLI to take the following actions.
Actions Subsequent to Closing. From and after the Closing, assuming consummation of the Closing, each of Buyer and Seller shall, from time to time, subject to Section 5.5 hereof and without any further consideration take commercially reasonable efforts to do, execute, acknowledge, obtain and deliver all such further acts, deeds, consents and approvals from third parties, registrations and filings as is required by such other party more effectively to effect the transactions contemplated by this Agreement; provided, however, that following Closing Buyer shall have the responsibility for obtaining all outstanding third party consents. Notwithstanding anything to the contrary, Seller shall not be required to pay any costs or expenses associated with obtaining third party consents following the Closing.
Actions Subsequent to Closing. The Company hereby undertakes to use all reasonable efforts to make the following filings with the SEC at the time and in the manner herein specified.
a. Within 5 days after the execution of this Agreement, the Company shall file with the SEC and promptly distribute to its' stockholders an "Information Statement Pursuant to Section 14(f) of the Exchange Act" which discloses that effective on the 10th day after the mailing thereof, four individuals selected by Yifan will be appointed to the Board of Directors;
b. Within 15 days after the execution of the Agreement, the Company shall file with the SEC a Current Report on Form 8-K that provides detailed information on the transactions contemplated hereby, including audited and unaudited historical financial information on Yifan and unaudited pro forma financial information;
c. Within 20 days after the execution of the Agreement, the Company shall file with the SEC an "Information Statement Pursuant to Section 14(c) of the Exchange Act" that provides the detailed disclosure on the Amendment to the Company's Certificate of Incorporation;
d. After the Company has responded to any comments from the SEC's staff and is legally authorized to mail to its' stockholders the "Information Statement Pursuant to Section 14(c) of the Exchange Act," the Company shall to take such additional action as may be necessary to change the effective date of the Amendment to the date which is 20 days after the mailing date of the Information Statement;
Actions Subsequent to Closing. The Representative and AMRI from time to time after the Closing, and without further consideration, shall execute and deliver or cause to be executed and delivered such further instruments of transfer, assignments, consents or documents as may be reasonably necessary or appropriate to carry out the intent and purposes hereof.
