Post-Closing Period. If a Closing occurs from and after each Closing Date, the Buyers and the Sellers shall hold and protect, and shall use their reasonable efforts to cause their Affiliates and Representatives to hold and protect the Confidential Information as each protects other documents of similar nature in the course of their regular operations. Notwithstanding the foregoing, after the Initial Closing Date or Second Closing Date, as applicable, the applicable information described in Section 6.1(a)(ii)(b) and (c) shall no longer be Seller Confidential Information. CD AIV, Inc. and its Affiliates and principals shall be entitled to disclose in marketing materials shared with existing and potential investors the Purchase Price and such other information relating to this Agreement as is disclosed in any public filing made by the Buyers or their Affiliates with the Securities and Exchange Commission.
Post-Closing Period. If the Closing occurs, from and after the Closing Date, EMYC and Renova shall hold and protect, and shall use their commercially reasonable efforts to cause their Affiliates and Representatives to hold and protect the Confidential Information with respect to the Projects, the Project Companies, the Purchased Securities and Transactions, as each protects other documents of similar nature in the course of their regular operations and in accordance with the terms and conditions set forth in the Confidentiality Agreement. Notwithstanding the foregoing, after the Closing Date, (i) the applicable information described in Section 10.1(a)(ii)(B) and (C) shall no longer be Renova Confidential Information, and (ii) EMYC Confidential Information shall be deemed to include any non-public information regarding each Project Company.
Post-Closing Period. SGI will prepare and file or cause to be prepared and filed all Tax Returns for Encoal or NuCoal that are required to be filed for all Tax periods which begin on and continue after the Closing Date. SGI will pay or cause to be paid all Taxes required to be paid with respect to such Tax Returns. With respect to any Tax period that would otherwise include but not end on the Closing Date, to the extent permissible pursuant to applicable law, Sellers will, and SGI will cause Encoal or NuCoal to: (a) take all steps which are or may be reasonably necessary, including, without limitation, the filing of elections or returns with applicable Tax authorities, to cause such period to end on the Closing Date; or (b) if clause (a) is inapplicable, to the extent permitted by applicable law, report the operations of Encoal or NuCoal only for the portion of such period ending on or immediately before the Closing Date in a combined, consolidated, or unitary Tax Return filed by Sellers, notwithstanding that such Tax period does not end on the Closing Date. If clause (b) applies to a Tax period of Encoal or NuCoal, the portion of such Tax period included in such return filed by Sellers will be treated as a Pre-Closing Tax Period described in Section 9.3.1; provided, however, that SGI shall be responsible for filing all Tax Returns with respect to all such straddle periods. If neither clause (a) nor (b) is applicable, then SGI and Encoal and NuCoal shall prepare and file the appropriate Tax Returns, SGI shall pay any Taxes with respect thereto, and Sellers shall reimburse SGI for the portion of any income Taxes shown as due and payable thereon that relate to the portion of such straddle period that ends on the Closing Date.
Post-Closing Period. (a) Any Tax Accruing After Closing. Purchaser will ------------------------------ prepare and file or cause to be prepared and filed all Tax Returns for each Subsidiary that are required to be filed for all Tax periods which begin on or after the Closing Date. Purchaser will pay or cause to be paid all Taxes required to be paid with respect to such Tax Return.
Post-Closing Period. After the Closing, Seller shall not disclose to any Person, or use, any Buyer Confidential Information, except as permitted by Section 4.6(c). In addition, after the Closing, Seller shall not disclose or use any information included in the Intellectual Property that prior to the Closing Seller has treated as confidential. After the Closing, neither Acirca nor Buyer shall disclose to any Person, or use, any Seller Confidential Information, except for Confidential Information concerning the Purchased Assets or the Business.
Post-Closing Period. The Parties agree that following the Closing Date for a period of 12 months (the “Post-Closing Period”), Purchaser will not declare, set aside or pay any dividends on or make any other distributions (whether in cash, stock, equity securities or property) in respect of any capital stock or split, combine (including a reverse stock split) or reclassify any capital stock or issue or authorize the issuance of any other securities in respect of, in lieu of or in substitution for any capital stock. During the Post Closing Period, the Sellers agree that they will not vote the Acquisition Shares in support of any of the aforementioned matters.
Post-Closing Period. The portion of any Straddle Period that begins after the Closing Date.
Post-Closing Period. During the Pre-Closing Period, you and the Company will enter into a new employment agreement (the rights and obligations of the Company under which will become rights and obligations of New Amethyst by reason of the consummation of the Mergers) providing for your employment as Executive Chairman of New Amethyst, on the terms and conditions described in Annex A hereto. Entry into the new employment agreement will supersede and replace the Employment Agreement and this letter agreement.
Post-Closing Period. Post-Closing Period" shall have the meaning set forth in Section 11.1. Section 1.63. Pre-Closing Period. "Pre-Closing Period" shall have the meaning set forth in Section 11.1.
