Other Post-Closing Matters. Deliver to the Administrative Agent each item listed on Schedule 6.15 prior to the deadline (which deadline may be extended by the Administrative Agent in its sole discretion) therefor as set forth on said schedule.
Other Post-Closing Matters. Notwithstanding the provisions of subsection 4.1 or the other provisions of this Section 6, Borrower shall, and shall cause each of its Subsidiaries to, comply with each of the affirmative covenants set forth in Schedule 6.14 attached hereto during the applicable period set forth therein.
Other Post-Closing Matters. To the extent not delivered on or prior to the Closing Date, Company shall use, and shall cause each of its Subsidiaries to use, as applicable, commercially reasonable efforts to deliver within 60 days after the Closing Date (i) executed Collateral Access Agreements in favor of Administrative Agent for those inventory and equipment locations listed on Schedule 4 to the Security Agreement for which it is indicated on such schedule that a Collateral Access Agreement is required to be obtained and (ii) executed consents to assignment in favor of Administrative Agent with respect to those Assigned Agreements (as defined in the Security Agreement) listed on Schedule 15 to the Security Agreement for which it is indicated on such schedule that a consent is required to be obtained. Within 30 days after the Closing Date Company shall deliver to Administrative Agent a report describing the efforts that have been made to obtain the Collateral Access Agreements and consents referred to in clauses (i) and (ii) of the preceding sentence. Such report shall be updated no earlier than 50 days after the Closing Date and no later than 60 days after the Closing Date with further updates thereafter to be delivered upon the reasonable request of Administrative Agent.
Other Post-Closing Matters. At all times from and after Closing, Newco and the JBG Parties shall, and shall cause their respective Affiliates to, take the actions set forth on Section 6.8 of the JBG Disclosure Letter. The provisions of this Section 6.8 shall survive the Closing.
Other Post-Closing Matters. 6.1. CFC acknowledges that CNF's ability to sell the Note in a private placement transaction was and is an important element in the overall settlement provided by this Agreement, and CFC agrees to reasonably cooperate with CNF in connection with the efforts made by CNF, either directly or through its agents, to sell the Note in a private placement transaction. CNF shall reimburse to CFC its reasonable out of pocket expenses incurred pursuant to this Section 6.1. 6.2. As soon as practicable following the Closing, CNF shall reduce CFC's letter of credit requirement under Section 8(d) of the Reimbursement and Indemnification Agreement entered into as of October 1, 1996, between CNF and CFC, as amendment by Amendment No. 1, dated as of September 1, 1998, from Eleven Million Dollars ($11,000,000) to Six Million Dollars ($6,000,000).
Other Post-Closing Matters. (a)If after the Closing Date, Seller in good faith determines that it is obligated to honor a demand from any Person (including a holder of a Prepaid Card or the Internal Revenue Service) for payment or remittance of any Deposit assumed by Purchaser pursuant to this Agreement, or any portion thereof, and Seller notifies Purchaser of such determination, then: (i) promptly after receiving such notification, Purchaser shall freeze the Deposit or portion thereof with respect to which the Purchaser was notified and not allow any additional withdrawal or use of such frozen amount of the Deposit; and (ii) upon confirmation that Seller has paid or remitted the amounts for which Seller in good faith determined it was obligated to pay or remit, Purchaser shall promptly transfer such frozen amount to Seller; provided, however, that (A) Purchaser shall not be obligated to freeze a Deposit or transfer funds to Seller from such a frozen Deposit to the extent that such actions would violate Law or Purchaser's obligations to the Cardholder, and (B) Seller shall indemnify Purchaser against any third party claims asserted against Purchaser that are directly attributable to Purchaser's compliance with Seller's request to freeze a Deposit and/or transfer to Seller any amounts with respect thereto pursuant to this Section 8.05(a). (b)If after the Closing Date, Seller determines that a Suspected Fraudulent Deposit should be refunded to a Cardholder, Purchaser agrees to process a refund to such Cardholder on Seller's behalf, as long as Seller reimburses Purchaser for the amount refunded 18 and provides Purchaser with the address to which the refund check should be sent by ordinary mail. (c)If after the Closing Date, a Retailer sells any Prepaid Card bearing Seller's Marks to a Cardholder, then (i) Purchaser will, at the time each such Prepaid Card is activated (A) notify the Cardholder activating the Prepaid Card, using language agreeable to Seller, that Purchaser shall be the issuing bank of such Prepaid Card, and (B) offer to refund to the Cardholder any funds on such Prepaid Card and any purchase price for the Prepaid Card paid by the Cardholder, at no cost to the Cardholder, if the Cardholder objects to going forward with activating his or her Prepaid Card; and (ii) for a period of at least six (6) months after the purchase of the Prepaid Card, not impose any change in terms that is adverse to the consumer with respect to fees and charges imposed on the Cardholder or that sh...
Other Post-Closing Matters. The Companies shall, and shall cause each of the Credit Parties to, satisfy the requirements set forth on Schedule 5.17 on or before the date specified for such requirement or such later date to be determined by the Agent.
Other Post-Closing Matters. Not later than the 30th day after the Effective Date, Borrowers shall have complied with each of the covenants set forth on Schedule 6.14 hereto.
Other Post-Closing Matters. Execute and deliver the documents and complete the tasks set forth on Schedule 7.12, in each case within the time limits specified on such schedule.
Other Post-Closing Matters. (a) If after the Closing Date, Seller in good faith determines that it is obligated to honor a demand from any Person (including a holder of a Prepaid Card or the Internal Revenue Service) for payment or remittance of any Deposit assumed by Purchaser pursuant to this Agreement, or any portion thereof, and Seller notifies Purchaser of such determination, then: (i) promptly after receiving such notification, Purchaser shall freeze the Deposit or portion thereof with respect to which the Purchaser was notified and not allow any additional withdrawal or use of such frozen amount of the Deposit; and (ii) upon confirmation that Seller has paid or remitted the amounts for which Seller in good faith determined it was obligated to pay or remit, Purchaser shall promptly transfer such frozen amount to Seller; provided, however, that (A) Purchaser shall not be obligated to freeze a Deposit or transfer funds to Seller from such a frozen Deposit to the extent that such actions would violate Law or Purchaser's obligations to the Cardholder, and (B) Seller shall indemnify Purchaser against any third party claims asserted against Purchaser that are directly attributable to Purchaser's compliance with Seller's request to freeze a Deposit and/or transfer to Seller any amounts with respect thereto pursuant to this Section 8.05(a).
