Common use of Post-Closing Conditions Subsequent Clause in Contracts

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3, in each case by no later than the date specified for such condition below: (a) Use commercially reasonable efforts to obtain a Control Agreement with Bank of America, N.A. for the Bank of America Payment Processing Account in form and substance reasonably satisfactory to the Administrative Agent. (i) cause each Loan Party and each counsel of the Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten (10) Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 days after the Closing Date the originally- executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and the other Loan Documents; and (c) Deliver to the Administrative Agent by no later than the date occurring twenty (20) days after the Closing Date a certificate representing the shares of the Capital Stock of buyindiaonline owned by the Borrower and pledged to Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the xxxxxxx thereof.

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.35.3 to the reasonable satisfaction of the Administrative Agent, in each case by no later than the date specified for such condition below: (a) Use commercially reasonable efforts to obtain a Control Agreement with Bank of America, N.A. for the Bank of America Payment Processing Account in form and substance reasonably satisfactory to the Administrative Agent. The Borrower shall (i) cause each Loan Party and each counsel of the to such Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten (10) Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to the such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 days after the Closing Date the originally- originally-executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to the such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents; and. (cb) Deliver to The Co-Borrowers shall take all actions that reasonably may be specified by the Administrative Agent to permit and facilitate the undertaking and completion by no later than the date occurring twenty (20) days after Administrative Agent, within the 30 day period following the Closing Date a certificate representing the shares Date, of an audit of the Capital Stock of buyindiaonline owned by the Borrower and pledged to Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the xxxxxxx thereofCollateral.

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.35.3 to the reasonable satisfaction of the Administrative Agent, in each case by no later than the date specified for such condition below: (a) Use commercially reasonable efforts The Borrower shall cause to obtain a Control Agreement with Bank be delivered by no later than the date occurring 60 days after the Closing Date each landlord consent and/or bailee waiver required to be delivered pursuant to the terms of Americathe Guarantee and Collateral Agreement, N.A. for executed by the Bank applicable landlords and/or bailees related thereto; (b) The Administrative Agent shall have received, by no later than the date occurring 45 days after the Closing Date, the certificates representing the certificated shares of America Payment Processing Account in form and substance reasonably satisfactory Capital Stock pledged to the Administrative Agent.Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof; (c) The Borrower shall (i) cause each Loan Party and each counsel of the to such Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten (10) Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to the such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 days after the Closing Date the originally- originally-executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to the such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents; and (c) Deliver to the Administrative Agent by no later than the date occurring twenty (20) days after the Closing Date a certificate representing the shares of the Capital Stock of buyindiaonline owned by the Borrower and pledged to Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the xxxxxxx thereof.

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.35.3 to the satisfaction of the Administrative Agent, in each case by no later than the date specified for such condition below: (a) Use commercially reasonable efforts The Borrower shall cause to obtain a Control Agreement with Bank of Americabe delivered to the Administrative Agent no later than the date indicated below, N.A. for the Bank of America Payment Processing Account following, each in form and substance reasonably satisfactory to the Administrative Agent: (i) no later than five (5) Business Days after the Closing Date, each Intellectual Property Security Agreement, executed by the applicable Grantor related thereto; (ii) no later than fifteen (15) Business Days after the Closing Date, insurance endorsement and certificates satisfying the requirements of Section 6.6 hereof and Section 5.2(b) of the Guaranty and Collateral Agreement, in form and substance satisfactory to the Administrative Agent; and (iii) to the extent not delivered on the Closing Date, no later than thirty (30) days after the Closing Date (or such later date as the Administrative Agent shall determine, in its sole but reasonable discretion), each Subordination Agreement, duly executed by each holder of Subordinated Indebtedness and the Administrative Agent, and acknowledged and agreed by each Loan Party. (i) cause each Loan Party and each counsel of the Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten (10) Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 thirty (30) days after the Closing Date the originally- originally-executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and the other Loan Documents; and (c) Deliver to the Administrative Agent by no later than the date occurring twenty (20) days after the Closing Date a certificate representing the shares of the Capital Stock of buyindiaonline owned by the Borrower and pledged to Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the xxxxxxx thereof.