Other Required Actions. The Company shall use its best efforts to do and perform all things required to be done or performed under this Agreement by the Company prior to the Closing Date, and any Option Closing Date, and to satisfy all conditions precedent to the delivery of the Firm Shares and Option Shares, if any.
Other Required Actions. In connection with each delivery of a Mortgage or pledge of additional Reserve Collateral, Counterparty shall, and shall cause each relevant CHK Company to:
(1) execute and deliver documents with respect to Counterparty or such CHK Company, such Mortgage and the relevant Mortgaged Properties (in each case as applicable) that are consistent with the documents delivered pursuant to clauses (2), (3), (4), (5), (7), (8), (9), (10), (11), (13), (17) and (19) of clause (h) of this Part 7 on the Effective Date;
(2) if such CHK Company is not then a Credit Support Provider, deliver an Assumption and Accession Agreement duly executed and delivered by such CHK Company; and
(3) take such other action (including executing and delivering such Uniform Commercial Code financing statements) as shall be necessary to create and perfect valid and enforceable first priority Liens on the property to be pledged by Counterparty or such CHK Company under such Mortgage or with respect to such additional Reserve Collateral.
Other Required Actions. During the Pre-Closing Period, the Company shall use reasonable best efforts to deliver the documents and perform the actions set forth on Section 6.19 of the Company Disclosure Schedules.
Other Required Actions. Take such other actions as are reasonably required in order to expedite or facilitate the disposition of Registrable Securities included in each such registration.
Other Required Actions. During the period from the date of this Agreement through the earlier of the Closing or the termination of this Agreement in accordance with its terms, the Company shall use commercially reasonable efforts (and Parent shall provide any reasonable assistance requested by the Company in connection therewith) to deliver the documents set forth on Section 5.13 of the Disclosure Schedules. Notwithstanding the foregoing, the Company shall not be required to incur any Liability or provide any financial accommodation in order to deliver the documents or perform the actions set forth on Section 5.13 of the Disclosure Schedules. Notwithstanding anything to the contrary set forth herein, the failure to deliver any of the documents set forth on Section 5.13 of the Disclosure Schedules shall not constitute a failure of a condition to Closing under Article VI.
Other Required Actions. Each Seller and each Buyer acknowledge and agree that each, as applicable, shall give any notices required by Legal Requirements and take whatever other actions with respect to the plans, programs and policies described in this Section as may be necessary to carry out the arrangements described in this Section 6.5. Nothing contained in this Agreement shall (i) amend, or be deemed to amend, any Benefit Plan, (ii) provide any person not a party to this Agreement with any right, benefit or remedy with regard to any Benefit Plan or a right to enforce any provision of this Agreement, or (iii) limit in any way any each Seller or Buyer (and their respective Affiliates) ability to amend or terminate any Benefit Plan at any time. Sellers shall update and modify each of Disclosure Schedule 4.5(c)(i) and Disclosure Schedule 4.5(c)(ii) prior to the Closing and deliver such updated disclosure schedules to Buyers no later than three (3) Business Days prior to the Closing.
Other Required Actions. (1) As of the Effective Time, GIG shall have acquired all of the outstanding stock of the Providence Insurance Agency, Inc. pursuant to the terms of the Stock Purchase Agreement which has been Previously Disclosed. All matters pertaining to the closing of such transaction shall be acceptable to FCBI in its sole discretion.
(2) As of the Effective Time, GIG shall have entered into Satisfaction and Release Agreements, each of which has been Previously Disclosed, with the following parties: (i) Dxx Xxxxxxxx Insurance Agency, Inc. and Dxx X. Xxxxxxxx and Jxxxx Xxxxxx Xxxxxxxx; (ii) Lxxxx X. Xxxx Agency, Inc. and Kxxxxxx X. Xxxx and Vxxxxx X. Xxxx; (iii) Cxx X. Xxxx; (iv) Risk & Insurance Brokerage Corp.; (v) Cxxx X. Xxxxxx; (vi) Wxxxxxx X. Xxxxx, Inc. and Wxxxxxx X. Xxxxx; (vii) Rxxxxx X. Xxxxxxxxxxx and Jxxxxx X. Xxxxxxxxxxx; and (viii) Sxxxx X.
Other Required Actions. With respect to any applicable Copyright acquired after the Closing Date, delivery of a fully executed Intellectual Property Security Agreements and filing of the same in the United States Copyright Office, in accordance with Section 6.08(b). With respect to any fixture acquired after the Closing Date, subject to the thresholds set forth in Section 6.12(c) of the Credit Agreement, delivery and filing of a duly completed UCC-1 fixture filing and filing thereof in the applicable real property office. None. None. PBF ENERGY United States of America 85/502529 12/22/2011 4240811 11/13/2012 11/13/2022 PBF ENERGY (Stylized in Circle Design) Canada 1408750 8/27/2008 TMA858800 8/28/2013 8/28/2028 PBF ENERGY (Stylized in Circle Design) United States of America 77/981705 4/16/2008 3971638 5/31/2011 5/31/2021 PBF ENERGY (Stylized in Circle Design) United States of America 77/450012 4/16/2008 4115169 3/20/2012 3/20/2022 Delaware Pipeline Company (Stylized in Circle Design) United States of America 6/10/ 2010 4040498 10/18/2011 10/18/2021 None. On file with the Partnership. JOINDER AGREEMENT, dated as of , 20 , made by , a (the “Additional Grantor”), in favor of Xxxxx Fargo Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below). All capitalized terms not defined herein shall have the meaning ascribed to them in such Credit Agreement.
Other Required Actions. Assuming that the PUC Order has been duly granted and remains in full force and effect, under Applicable Law no other filing or registration by the Borrower with, or approval or consent of, any governmental agency or authority (each, a “Governmental Approval”), of any governmental agency or authority of the State of New York or the United States of America is required to have been obtained by the Borrower for the valid execution and delivery by it of the Credit Agreement or the Notes.
Other Required Actions. The applicable Partnership LTIP Responsible Parties and Parent LTIP Responsible Parties shall adopt resolutions and take, or cause to be taken, all other actions as and when appropriate, necessary, or required in accordance with applicable Law, NYSE rules, and the terms and conditions of the Partnership Long-Term Incentive Plan and Parent Long-Term Incentive Plan (including, the award agreements in respect of awards granted thereunder) to give effect to the transactions described in this Section 2.4.