Post-Closing Responsibilities Sample Clauses

Post-Closing Responsibilities. The Project Owner agrees to follow the directions of the HUD Closing Coordinator with respect to post-Closing obligations. Without limiting the foregoing, the Project Owner will provide evidence of recording of the applicable Closing Documents and copies of any applicable executed HAP contract, recorded Elderly Housing Use Agreement, and other documents specified in the Escrow Letter within three (3) business days thereof and will provide copies of the remaining Closing Documents as directed within thirty (30) days of Closing. Upon completion of the Work in compliance with Section 11 of this Agreement, the Project Owner shall submit to HUD a completion certification which shall address such items as may be required by HUD to verify compliance with the terms of this Agreement including, without limitation, the Project Owner’s certification of an updated Sources and Uses (which may include estimates of expenditures still outstanding at the time of submission) and a third party certification that the construction identified in the Work has been completed.
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Post-Closing Responsibilities. Except as set forth in Section 3.03(b), Lydall shall be solely responsible for any and all liabilities and obligations directly or indirectly arising out of or relating to the conduct of the Operation by Lydall from and after the Closing and relating to periods from and after the Closing or Lydall's ownership, possession, occupancy, use, sale or operation of any of the Assets or Real Property on and after the Closing and relating to periods from and after the Closing; ETSI shall be solely responsible for any and all liabilities and obligations, except those expressly assumed by Lydall, directly or indirectly arising out of or relating to the conduct of the Operation by ETSI before the Closing and relating to periods before the Closing or ETSI 's ownership, possession, occupancy, use, sale or operation of any of the Assets or Real Property before the Closing and relating to periods before the Closing;
Sample 1
Post-Closing Responsibilities. Buyer and Seller agree that from and after the Closing Date, as between Buyer and Seller, Buyer shall have the sole and absolute responsibility to perform, pay and otherwise discharge the Assumed Liabilities and, subject to Section 1(A), to own and use the Assets. Accordingly, Buyer shall indemnify and hold harmless Seller against any and all liabilities, costs, expenses, actions, demands, charges, or other claims which relate to or arise out of, directly or indirectly, any Assumed Liability or to any Asset. The obligations contained in this Section 1(C) shall survive Closing.
Sample 1
Post-Closing Responsibilities. (a) CML shall be solely ------------------------------ responsible for any and all liabilities and obligations directly or indirectly arising out of or relating to the conduct of the Business by CML after the Closing and relating to periods from and after the Closing.
Sample 1
Post-Closing Responsibilities. Lydall shall be solely ------------------------------ responsible for any and all liabilities and obligations directly or indirectly arising out of or relating to the conduct of the business of TTII by Lydall on and after the Closing and relating to periods from and after the Closing or Lydall's ownership, possession, occupancy, use, sale or operation of any of the Assets or Real Property on and after the Closing and relating to periods on and after the Closing; TTII shall be solely responsible for any and all liabilities and obligations other than those liabilities specifically assumed in sections 3.01, 3.02, 3.03, 3.04 and 3.05 above directly or indirectly arising out of or relating to the conduct of the business of TTII by TTII before the Closing and relating to periods before the Closing or TTII's ownership, possession, occupancy, use, sale or operation of any of the Assets or Real Property before the Closing and relating to periods before the Closing;
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Post-Closing Responsibilities 
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Related to Post-Closing Responsibilities

  • Monitoring Responsibilities The Custodian shall furnish annually to the Fund, during the month of June, information concerning the foreign sub-custodians employed by the Custodian. Such information shall be similar in kind and scope to that furnished to the Fund in connection with the initial approval of this Contract. In addition, the Custodian will promptly inform the Fund in the event that the Custodian learns of a material adverse change in the financial condition of a foreign sub-custodian or any material loss of the assets of the Fund or in the case of any foreign sub-custodian not the subject of an exemptive order from the Securities and Exchange Commission is notified by such foreign sub-custodian that there appears to be a substantial likelihood that its shareholders' equity will decline below $200 million (U.S. dollars or the equivalent thereof) or that its shareholders' equity has declined below $200 million (in each case computed in accordance with generally accepted U.S. accounting principles).

  • ALPS’ Responsibilities In connection with its performance of TA Web, ALPS shall:

  • Trust Responsibilities In connection with its use of AVA, the Trust, through its service providers, shall:

  • Specific Responsibilities In addition to its overall responsibility for monitoring and providing a forum to discuss and coordinate the Parties’ activities under this Agreement, the JSC shall in particular:

  • Joint Responsibilities 2.1.1 University and Affiliate each will identify, and notify each other of, a person responsible for serving as its liaison during the course of this affiliation. The appointment of liaisons shall be subject to mutual approval of the parties.

  • Client Responsibilities You are responsible for (a) assessing each participants’ suitability for the Training, (b) enrollment in the appropriate course(s) and (c) your participants’ attendance at scheduled courses.

  • Allocation of Responsibilities The persons responsible for the Plan and the duties and responsibilities allocated to each are as follows:

  • Customer Responsibilities Customer shall:

  • Company Responsibilities The Company will undertake responsibilities as set forth below:

  • Tenant’s Responsibilities Except as expressly provided in Paragraph 10.1 above, Tenant shall, at its sole cost, maintain the entire Premises and every part thereof, including without limitation, windows, skylights, window frames, plate glass, freight docks, doors and related hardware, interior walls and partitions, and the electrical, plumbing, lighting, heating and air conditioning systems in good order, condition and repair. Tenant shall deliver to Landlord, every six (6) months during the Lease Term, a certificate of maintenance or its equivalent, signed by a licensed HVAC repair and maintenance contractor and stating that the heating and air conditioning systems servicing the Premises have been inspected, serviced and are in good order, condition and repair. Tenant's failure to deliver said certificate or its equivalent within thirty (30) days following written notice from Landlord that said certificate is past due shall be a Default by Tenant. If Tenant fails to make repairs or perform maintenance work required of Tenant hereunder within fifteen (15) days after notice from Landlord specifying the need for such repairs or maintenance work, Landlord or Landlord's agents may, in addition to all other rights and remedies available hereunder or by law and without waiving any alternative remedies, enter into the Premises and make such repairs and/or perform such maintenance work. If Landlord makes such repairs and/or performs such maintenance work, Tenant shall reimburse Landlord upon demand and as Additional Rent, for the cost of such repairs and/or maintenance work. Landlord shall have no liability to Tenant for any damage, inconvenience or interference with the use of the Premises by Tenant or Tenant's agents as a result of Landlord performing any such repairs or maintenance (unless such damage, inconvenience or interference is caused by the gross negligence or willful misconduct of Landlord or its agents, employees or contractors); provided, however, under no circumstances shall Landlord be liable to Tenant for claims of lost profits, loss of business or lost income. Tenant shall reimburse Landlord, on demand and as Additional Rent, for the cost of damage to the Premises and/or Common Area caused by Tenant or Tenant's agents, employees or contractors. Tenant expressly waives the benefits of any statute now or hereafter in effect (including without limitation the provisions of subsection 1 of Section 1932, Section 1941 and Section 1942 of the California Civil Code and any similar law, statute or ordinance now or hereafter in effect) which would otherwise afford Tenant the right to make repairs at Landlord's expense (or to deduct the cost of such repairs from Rentals due hereunder) or to terminate this Lease because of Landlord's failure to keep the Premises in good and sanitary order.

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