Common use of Further Assurances; Timing Clause in Contracts

Further Assurances; Timing. (a) The Company shall, and shall cause each of its Affiliates to, take such actions and execute such documents and instruments as Fiat reasonably deems necessary or desirable in order to consummate expeditiously the exercise by Fiat of any Incremental Equity Call Option or Alternative Call Option. (b) Any of the dates referred to in Section 3.7 may be delayed by the Company acting in good faith, if any Governmental Approval is required therefor and has not yet been obtained; provided, that such delay shall not have been caused by, or due to the lack of diligence by, the Company; and provided further, that if a Call Closing is delayed due to a Governmental Approval, such Call Closing shall occur on the [fifth] Business Day following the date on which the last such Governmental Approval is obtained. (c) The Company covenants that it shall not, and shall cause its controlled Affiliates not to, enter into any agreement or take any other action that prevents, hinders or delays the occurrence of any Class B Event or the exercise by Fiat of an Incremental Call Option or an Alternative Call Option on the terms specified in this Article III.

Further Assurances; Timing. (a) The Company shall, and shall cause each of its Affiliates to, take such actions and execute such documents and instruments as Fiat reasonably deems necessary or desirable in order to consummate expeditiously the exercise by Fiat of any Incremental Equity Call Option or Alternative Call Option. (b) Any of the dates referred to in Section 3.7 may be delayed by the Company acting in good faith, if any Governmental Approval is required therefor and has not yet been obtained; provided, that such delay shall not have been caused by, or due to the lack of diligence by, the Company; and provided further, that if a Call Closing is delayed due to a Governmental Approval, such Call Closing shall occur on the [fifth] third Business Day following the date on which the last such Governmental Approval is obtained. (c) The Company covenants that it shall not, and shall cause its controlled Affiliates not to, enter into any agreement or take any other action that prevents, hinders or delays the occurrence of any Class B Event or the exercise by Fiat of an Incremental Equity Call Option or an Alternative Call Option on the terms specified in this Article III.