(ii). The parties agree to cooperate and to take all reasonable actions prior to or following the Effective Time, including executing all requisite documentation, as may be reasonably necessary to effect the Merger.
(ii). The Borrower shall not close the Borrower Account unless it shall have (A) received the prior written consent of the Administrative Agent and the Requisite Lenders, (B) established a new account with the same Borrower Account Bank or with a new depositary institution satisfactory to the Administrative Agent and the Requisite Lenders, (C) entered into an agreement covering such new account with such Borrower Account Bank or with such new depositary institution substantially in the form of the Borrower Account Agreement or that is satisfactory in all respects to the Administrative Agent and the Requisite Lenders (whereupon, for all purposes of this Agreement and the other Related Documents, such new account shall become the Borrower Account, such new agreement shall become a Borrower Account Agreement and any new depositary institution shall become the Borrower Account Bank), and (D) taken all such action as the Administrative Agent and the Requisite Lenders shall reasonably require to grant and perfect a first priority Lien in such new Borrower Account to the Administrative Agent under Section 7.01. Except as permitted by this Section 6.01(d), the Borrower shall not, and shall not permit the Servicer to open a new Borrower Account without the prior written consent of the Administrative Agent and the Requisite Lenders.
(ii). Post-Closing Adjustment.
(ii). Section 6(d)(ii) of the Agreement is modified by deleting the words “on the day” in the second line thereof and substituting therefore “on the day that is three Local Business Days after the day.” Section 6(d)(ii) is further modified by deleting the words “two Local Business Days” in the fourth line thereof and substituting therefore “three Local Business Days.”
(ii). The Administrative Agent shall provide the Banks with notice of the establishment of each Bank Product that is not an Unreserved Bank Product. After any of the foregoing have been established as a Bank Product hereunder and as long as no Event of Default exists, the Bank Product Amount may thereafter be changed by written notice to the Administrative Agent pursuant to an agreement between the applicable Bank and Borrower; provided that (x) no change in a Bank Product Amount may cause the Committed Exposure at any time to exceed Total Availability and (y) a Bank Product Amount may not be changed more than once each week.
(ii). Buyer shall also issue to Xxxx Xxxxxxxxx a promissory note in the aggregate principal amount of Seventy Thousand Eight Hundred Twenty-Five Dollars ($70,825) (the “Xxxxxxxxx Note”) and Fifty-Five Thousand (55,000) shares of Buyer Common Stock. The Xxxxxxxxx Note shall be in the form attached hereto as Exhibit 2.2(c)(iii). Upon and in consideration for issuance of the Xxxxxxx Note, Kodger Note and the Xxxxxxxxx Note, the Company and Xxxxxxx, Kodger and Xxxxxxxxx shall cancel any existing indebtedness of the Company to Xxxxxxx, Kodger and Xxxxxxxxx (except for any salary earned but not paid up to the Closing Date and any expense reimbursements due up to the Closing Date pursuant to the Company’s policies and procedures regarding expense reimbursements), and shall provide evidence of such cancellation to Buyer at Closing.
(ii). Notwithstanding the foregoing, the Administrative Agent and the Borrower may amend any Loan Document to correct any obvious errors, mistakes, omissions, defects or inconsistencies and such amendment shall become effective without any further consent of any other party to such Loan Document other than the Administrative Agent and the Borrower.
(ii). The order shall be as outlined in (a), (b) or (c) above, but not restricted to the same city. An employee whose job has been abolished shall have the right to elect to resign or retire and receive severance pay during any stage of the bumping procedure. An employee whose job has been abolished shall have the right to elect to go on lay-off during any stage of the bumping procedure up until the date the employee is to start in the position they chose to bump into.
(ii) trjvu. ^Ay ^ t ^ v w
(ii). Each of Subsections 3.1.5, 3.1.6 and 3.1.7(ii) of the Loan and Security Agreement is amended by changing the references therein to “Pounds Sterling Denominated Revolving Credit Loans” to “Pounds Sterling Denominated Revolving Credit Loans or Euro Denominated Revolving Credit Loans.”
