Continuing Obligations of the Seller Sample Clauses

Continuing Obligations of the Seller. (i) Seller hereby agrees that he will render any assistance reasonably requested by the Purchaser during the time period extending from the Closing Date to the one-year anniversary thereof, to (a) assist the Corporation in making its filings with the SEC; and (b) effectuate the listing of the Corporation's Shares on the OTC Bulletin Board or such other exchange as the Purchasers may choose to attempt to have such Shares listed on. Such assistance shall be limited to providing, verifying and correcting information relating to the formation, ownership and operation of the Company or any other entity owned by, affiliated with, or under the control of the Seller prior to the Closing Date. Seller acknowledges that such assistance will be performed without compensation or reimbursement to him, and may include, but not be limited to (x) the requirement that Seller execute affidavits guaranteeing to third parties the truth and accuracy of all representations contained herein and in the Corporation's SEC filings made prior to the Closing Date; and (y) the requirement that Seller assist in communications with government agencies. (ii) Seller hereby agrees to indemnify the Purchaser, as well as the Purchaser's officers, directors, employees and stockholders, for any damages, liabilities, losses, costs or expenses (including, without limitation, reasonable counsel fees and expenses) accrued within two (2) years of the Closing Date, as a result of or arising out of (i) the failure of any representation or warranty made by the Seller in this Agreement; or (ii) any action, suit, proceeding or investigation commenced against the Corporation in connection with events occurring prior to the Closing Date.
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Continuing Obligations of the Seller. The Seller shall provide all reasonable assistance necessary for the Purchaser to resolve account problems with respect to any Loan raised by any Borrower, the Guarantor or the Department provided such account problems are attributable to or are alleged to be attributable to (a) an event occurring during the period the Seller owned such Loan or (b) a payment made or alleged to have been made to the Seller. Further, the Seller agrees to execute any financing statements at the reasonable request of the Purchaser and take all other actions reasonably requested by the Purchaser in order to reflect the Purchaser’s interest in the Loans.
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Related to Continuing Obligations of the Seller

  • CONTINUING OBLIGATION OF THE SELLER SLM ECFC shall provide all reasonable assistance necessary for Funding to resolve account problems raised by any Borrower, the Guarantor or the Secretary provided such account problems are attributable to or are alleged to be attributable to (a) an event occurring during the period SLM ECFC owned the related Purchased Loan, or (b) a payment made or alleged to have been made to SLM ECFC. Further, SLM ECFC agrees to reasonably cooperate in the preparation and filing of any financing statements at the request of Funding in order to reflect Funding’s interest in the Loans.

  • Obligations of the Seller The obligations of the Seller under this Agreement will not be affected by reason of any invalidity, illegality or irregularity of the 2024-B Exchange Note or any 2024-B Lease or 2024-B Vehicle allocated to the 2024-B Reference Pool.

  • Obligations of the Sponsor The Sponsor agrees to provide the Asset Representations Reviewer with the following: • Reasonable access to the Sponsor; • Complete AUPs; • Required Documents; and • Other related information reasonably requested by the Asset Representations Reviewer to perform the Services hereunder.

  • Continuing Obligations of the Grantors Each Grantor shall remain liable to observe and perform all the conditions and obligations to be observed and performed by it under each contract, agreement or instrument relating to the Collateral, all in accordance with the terms and conditions thereof, and each Grantor jointly and severally agrees to indemnify and hold harmless the Collateral Agent and the Secured Parties from and against any and all liability for such performance.

  • Conditions to Obligations of the Sellers The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:

  • Conditions to Obligations of the Seller The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:

  • OBLIGATIONS OF THE SUPPLIER In addition to the Article 4.2 of the GPC, it is specified that:

  • Conditions Precedent to Obligations of the Seller The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;

  • Conditions to the Obligations of the Sellers Each and every obligation of the Sellers under this Agreement shall be subject to the satisfaction, on or before the Closing Date, of each of the following conditions unless waived in writing by the Sellers:

  • Conditions to the Obligations of the Seller Each and every obligation of the Seller under this Agreement shall be subject to the satisfaction, on or before the Closing Date, of each of the following conditions unless waived in writing by the Seller:

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