Deliveries and Actions Prior to Closing Sample Clauses

Deliveries and Actions Prior to Closing. Prior to the Closing:
Sample 1
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Deliveries and Actions Prior to Closing. Prior to the Closing: (i) Fibreboard shall cause the Acquired Corporations to distribute or otherwise assign to Fibreboard the Excluded Assets; provided, however, if the Parties determine that an Excluded Asset cannot be transferred, such asset shall remain within the Acquired Corporations in accordance with the provisions of Section 2.3(i) above; (ii) Fibreboard shall request that Lender deliver to Fibreboard certificates representing the Acquired Shares in which Lender has a Security Interest (the "Old Certificates"); and (iii) Fibreboard shall (A) transfer to the applicable Acquired Corporations all Acquired Assets owned by Fibreboard or to which Fibreboard is a party, (B) cause all amounts owing to or from any Acquired Corporation by or to Fibreboard or any Affiliate of Fibreboard (other than any other Acquired Corporation) to be satisfied, waived or otherwise canceled and (C) repay or cause to be repaid any and all long-term debts of the Acquired Corporations. 3.3
Sample 1

Related to Deliveries and Actions Prior to Closing

  • 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.

  • Operations Prior to Closing Between the date of the execution of this Agreement and Closing:

  • Operations Prior to the Closing Date (a) Seller shall use its commercially reasonable efforts to, and to cause the Companies to, operate and carry on the Business in the ordinary course and substantially as operated immediately prior to the date of this Agreement. Consistent with the foregoing, Seller shall use its commercially reasonable efforts, and shall cause the Companies to use their commercially reasonable efforts, consistent with good business practice, to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Business.

  • OBLIGATIONS PRIOR TO CLOSING From the date of this Agreement through the Closing:

  • Events Prior to Closing (a) Upon execution hereof or as soon thereafter as practical, management of AAI and QMT shall execute, acknowledge and deliver (or shall cause to be executed, acknowledged and delivered) any and all certificates, opinions, financial statements, schedules, agreements, resolutions, rulings or other instruments required by this Agreement to be so delivered, together with such other items as may be reasonably requested by the parties hereto and their respective legal counsel in order to effectuate or evidence the transactions contemplated hereby, subject only to the conditions to Closing referenced hereinbelow.

  • Termination Prior to Closing This Agreement may be terminated at any time prior to the Closing:

  • Seller’s Closing Deliveries At the Closing, Seller shall deliver or cause to be delivered the following:

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Purchaser’s Closing Deliveries At the Closing, the Purchaser shall deliver or cause to be delivered to the Vendor the following documents and payments:

  • ACTION PRIOR TO THE CLOSING DATE The respective parties hereto covenant and agree to take the following actions between the date hereof and the Closing Date:

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