Post-Closing Obligation. 4.1 Within 2 (two) Business Days after Closing, the Company shall file return of allotment with the registrar of companies in Form PAS-3.
4.2 The Company shall provide the Subscriber or any of its authorised representatives and advisers such assistance, documentation and information and undertake all actions as may be reasonably required in connection with the filings and disclosures required or agreed to be made to the registrar of companies, SEBI, stock exchanges and any other disclosures required to be made under applicable law pertaining to the transactions contemplated by this Agreement.
4.3 In the event the IPO is not undertaken by the Company within 2 (two) months from the Closing Date (or such extended period agreed between the Parties) or if the Board or its appointed committee determines that the Company shall not proceed with the IPO, the Company shall provide such shareholding rights to the Subscriber in the Company which are commensurate to its shareholding, based on market practices.
Post-Closing Obligation. Within fifteen (15) days following the Closing Date, Seller shall pay all wages, bonuses, commissions and other benefits and sums (and all required taxes, insurance, social security and withholding thereon), including all accrued vacation, accrued sick leave, accrued benefits and accrued payments (and pro rata accruals for a portion of a year) due to Seller's employees for all periods prior to and through the Closing Date.
Post-Closing Obligation. Within 30 days after the Second Amendment Effective Date (or such later date with the consent of the Administrative Agent in its sole discretion), the Administrative Agent shall have received control agreements, duly authorized, executed and delivered, among the applicable Credit Party, the Administrative Agent and the applicable depositary bank, with such exceptions as are provided in the Collateral Agreement (to the extent not previously obtained), and each in form and substance satisfactory to the Administrative Agent, including that upon a Trigger Event such depositary bank shall not take instructions from such applicable Credit Party (but if, after a Trigger Period, no Trigger Event shall have occurred during any period of 30 consecutive days, then, at the end of such 30-day period, the Administrative Agent shall notify the applicable depositary bank that the applicable Credit Party is once again entitled to give instructions to such depositary bank).
Post-Closing Obligation. (a) On or before February 29, 2024 (or such later date as each Lender may determine in its sole discretion), either (i) Borrower shall provide, in form and substance satisfactory to each Lender, a copy of an Account Control Agreement to perfect Collateral Agent’s Lien in the First Republic Accounts, or (ii) Borrower shall provide evidence satisfactory to each Lender that the First Republic Accounts have been closed; (b) on or before February 29, 2024 (or such later date as each Lender may determine in its sole discretion), either (i) Borrower shall provide, in form and substance satisfactory to each Lender, a copy of a Control Agreement to perfect Collateral Agent’s Lien in the Mxxxxxx Account, or (ii) Borrower shall provide evidence satisfactory to each Lender that the Mxxxxxx Account has been closed; (c) on or before February 29, 2024 (or such later date as each Lender may determine in its sole discretion), Borrower shall provide evidence satisfactory to each Lender that the Citi Account has been closed, (d) within sixty (60) days of the Closing Date (or such later date as each Lender may determine in its sole discretion), Borrower shall use commercially reasonable efforts to deliver the following documents to each Lender, in form and substance acceptable to each Lender, (i) a duly executed landlord’s consent in favor of Collateral Agent by the respective landlord thereof for 300 X. Xxxxxxxx Ave., Sunnyvale, CA 94085, and (ii) a duly executed bailee waiver in favor of Collateral Agent by the respective bailee thereof for 2000 X. 0xx Xx., Xxx Xxxx, XX 00000, and (e) within ten (10) days after the Closing Date (or such later date as Lenders may determine in their sole discretion), Borrower shall deliver to Lenders a copy of an Account Control Agreement with respect to Borrower’s Deposit Accounts with SVB in favor of Collateral Agent.
Post-Closing Obligation. (a) Within ninety (90) days of the Effective Date (or such later date as Bank may determine in its sole discretion), the Initial Audit shall have been completed with the results thereof satisfactory to Bank.
(b) On or before February 29, 2024 (or such later date as Bank may determine in its sole discretion), either (i) Borrower shall provide, in form and substance satisfactory to Bank, a copy of a Control Agreement to perfect Bank’s Lien in the First Republic Accounts, or (ii) Borrower shall provide evidence satisfactory to Bank that the First Republic Accounts have been closed.
(c) On or before February 29, 2024 (or such later date as Bank may determine in its sole discretion), either (i) Borrower shall provide, in form and substance satisfactory to Bank, a copy of a Control Agreement to perfect Bank’s Lien in the Xxxxxxx Account, or (ii) Borrower shall provide evidence satisfactory to Bank that the Xxxxxxx Account has been closed.
(d) On or before February 29, 2024 (or such later date as Bank may determine in its sole discretion), Borrower shall provide evidence satisfactory to Bank that the Citi Account has been closed.
(e) Within sixty (60) days of the Effective Date (or such later date as Bank may determine in its sole discretion), Borrower shall use commercially reasonable efforts to deliver the following documents to Bank, in form and substance acceptable to Bank, (i) a duly executed landlord’s consent in favor of Bank by the respective landlord thereof for 000 X. Xxxxxxxx Ave., Sunnyvale, CA 94085, and (ii) a duly executed bailee waiver in favor of Bank by the respective bailee thereof for ##########, San Jose, CA 95112.
(f) Within fifteen (15) days of the Effective Date (or such later date as Bank may determine in its sole discretion), Borrower shall deliver to Bank, in form and substance satisfactory to Bank, appropriate evidence showing lender loss payable and additional insured clauses or endorsements in favor of Bank.
(g) Within fifteen (15) days of the Effective Date (or such later date as Bank may determine in its sole discretion), Borrower shall deliver to Bank, in form and substance satisfactory to Bank, the good standing certificates of Borrower certified by the Secretary of State (or equivalent agency) of New York, Florida, California, Virginia, in each case as of a date no earlier than thirty (30) days prior to the date that each of such certificates is delivered to Bank.
(h) Within ten (10) days of the Effective Date (or such later dat...
Post-Closing Obligation. (a) [****]
(b) Seller shall deliver or cause to be delivered to Buyer within thirty (30) days after closing four (4) originals of a Subordination, Non-Disturbance and Attornment Agreement for each Lease set forth on Schedule 5, in form and substance reasonably satisfactory to Buyer.
Post-Closing Obligation. After the Closing, Seller shall cooperate with Purchaser, at no cost or risk to Seller, to obtain or to transfer any permits and licenses held by Seller that Purchaser may require for the continued operation of the Properties, with such ancillary businesses as are conducted thereon on the Closing Date.
Post-Closing Obligation. As soon as available, but in any event on or prior to five (5) days after the Third Amendment Effective Date (or such later date to which the Administrative Agent may agree in its sole discretion), the Borrower shall provide to Administrative Agent evidence satisfactory to the Administrative Agent that Borrower or the applicable Obligated Party has entered into and maintained Commodity Hedging Transactions sufficient to meet the hedging requirements set forth in Section 7.15(a)(ii) of the Credit Agreement.
Post-Closing Obligation. From and after the Closing through April 30, 2015, unless required by Law, Parent will not perform invasive or subsurface investigations of, expand or otherwise alter the external physical structure (other than cosmetic changes) or external physical footprint on the Owned Real Property located in Renfrewshire, Scotland and referenced on Schedule 5.9(b) without the prior written consent of the Representative (which consent may be withheld for any reason). In the event a good faith claim for indemnification has been made by Parent or a Parent Indemnified Party alleging a breach of the representations and warranties set forth in Section 5.17, Parent will use commercially reasonable efforts to avoid taking any action intended to increase the amount of any Losses arising in connection with such breach.
Post-Closing Obligation. No later than 45 days from the date hereof, the Administrative Agent shall receive a copy of the charter documents of Esselte LLC, certified as of a recent date by the Secretary of State of the State of Arizona.
