Common use of Post-Closing Undertakings Clause in Contracts

Post-Closing Undertakings. Within (a) Following the Closing Date, within the time periods specified on Schedule 6.16 hereto (as each may be extended by the Blackstone Credit Representative in its reasonable discretion), provide such Collateral Documents and complete such undertakings as are set forth on Schedule 6.16 hereto. (b) Within sixty (60) days after the Third Amendment Effective Date (or by such later date as may be agreed by the Blackstone Credit Representative in its reasonable discretion), the Loan Parties shall cause each such Subsidiary that is not an Excluded Subsidiary as of the Third Amendment Effective Date, including any Subsidiary organized, formed or incorporated in Canada or the United Kingdom, to (i) duly execute and deliver to the Collateral Agent a guaranty or guaranty supplement{, in form and substance reasonably satisfactory to the Blackstone Credit Representative, }guaranteeing the Obligations and a joinder or supplement to the applicable Collateral Documents (or enter into separate security documents governed by the laws of the UK or Canada, as applicable, in each case, for purposes of granting security over the Collateral of such Subsidiary), (ii) (if not already so delivered) deliver certificates representing the Pledged Interests of each such Subsidiary (if any) held by the applicable Borrower Party accompanied by undated stock powers or other appropriate instruments of transfer executed in blank and instruments evidencing the Pledged Debt owing by such Subsidiary to any Borrower Party indorsed in blank to the Collateral Agent, together with, supplements to the Security Agreement and (iii) deliver any additional documentation required pursuant to Section 6.12 and under the other Loan Documents. (c) Within thirty (30) days after the Third Amendment Effective Date (or by such later date as may be agreed by the Blackstone Credit Representative in its reasonable discretion), the Borrower shall cause to be delivered to the Blackstone Credit Representative and the Collateral Agent or legal counsel representing the Blackstone Credit Representative and the Collateral Agent insurance certificates and endorsements to the general liability, cyber and property insurance policies of the Loan Parties in favor of the Collateral Agent for the benefit of the Secured Parties, in form and substance {reasonably satisfactory to the Blackstone Credit Representative and }the Collateral Agent, pursuant to which the Collateral Agent is listed as additional insured (with respect to general liability and cyber policies) or loss payee (with respect to property insurance policies), in accordance with Section 6.07 of the Credit Agreement.

Appears in 2 contracts

Samples: Credit Agreement (KLDiscovery Inc.), Credit Agreement (KLDiscovery Inc.)

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Post-Closing Undertakings. Within (a) Following Within thirty (30) days of the Closing Date, within the Date (or such later time periods specified on Schedule 6.16 hereto (as each may be extended by acceptable to the Blackstone Credit Representative Administrative Agent in its reasonable it sole discretion)): (i) provide evidence satisfactory to the Administrative Agent that each of Young Broadcasting of Knoxville, provide such Inc. and Young Broadcasting of Nashville LLC is duly qualified, authorized to do business and in good standing as foreign corporations, in the State of Tennessee; and (ii) deliver original limited liability company certificates (and corresponding powers executed in blank) evidencing Young Broadcasting of Albany, Inc.’s minority ownership interest in Capital Region Broadcasters LLC, as more particularly described in the Collateral Documents and complete such undertakings as are set forth on Schedule 6.16 heretoAgreement. (b) Within sixty (60) days after of the Third Amendment Effective Closing Date (or by such later date time as may be agreed by acceptable to the Blackstone Credit Representative Administrative Agent in its reasonable it sole discretion), the Loan Parties shall cause each such Subsidiary that is not an Excluded Subsidiary as of the Third Amendment Effective Date, including any Subsidiary organized, formed or incorporated in Canada or the United Kingdom, to ): (i) duly execute with respect to each Inactive Subsidiary either (A) dissolve or wind up such Inactive Subsidiary, distribute its assets to a Credit Party and provide to the Administrative Agent evidence thereof, in form and substance reasonably to the Administrative Agent, or (B) take such actions as may be required to cause such Inactive Subsidiary to become a Subsidiary Guarantor and pledge its assets as collateral for the Secured Obligations (including, without limitation, each of the actions that would be required pursuant to Section 8.14(a) if such Inactive Subsidiary had been created after the Closing Date); and (ii) deliver to the Collateral Agent a guaranty or guaranty supplement{Administrative Agent, control agreements in form and substance reasonably satisfactory to the Blackstone Credit Representative, }guaranteeing the Obligations and a joinder or supplement to Administrative Agent duly executed by the applicable Credit Party, the Administrative Agent and each depository bank or Securities Intermediary (as defined in the Collateral Documents (or enter into separate security documents governed by the laws of the UK or CanadaAgreement), as applicable, at which a Deposit Account that is not an Excluded Deposit Account or a Securities Account (as defined in each case, for purposes of granting security over the Collateral of such SubsidiaryAgreement), as the case may be, is maintained, which shall be sufficient to, amongst other things, establish Control (ii) (if not already so delivered) deliver certificates representing the Pledged Interests of each such Subsidiary (if any) held by as defined in the applicable Borrower Party accompanied by undated stock powers UCC) over such Deposit Account or other appropriate instruments of transfer executed in blank and instruments evidencing the Pledged Debt owing by such Subsidiary to any Borrower Party indorsed in blank to the Collateral Agent, together with, supplements to the Security Agreement and (iii) deliver any additional documentation required pursuant to Section 6.12 and under the other Loan Documents. (c) Within thirty (30) days after the Third Amendment Effective Date (or by such later date as may be agreed by the Blackstone Credit Representative in its reasonable discretion), the Borrower shall cause to be delivered to the Blackstone Credit Representative and the Collateral Agent or legal counsel representing the Blackstone Credit Representative and the Collateral Agent insurance certificates and endorsements to the general liability, cyber and property insurance policies of the Loan Parties in favor of the Collateral Agent for the benefit of the Secured Parties, in form and substance {reasonably satisfactory to the Blackstone Credit Representative and }the Collateral Agent, pursuant to which the Collateral Agent is listed as additional insured (with respect to general liability and cyber policies) or loss payee (with respect to property insurance policies), in accordance with Section 6.07 of the Credit Agreement.Securities Account

Appears in 1 contract

Samples: Credit Agreement (Media General Inc)

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Post-Closing Undertakings. Within (a) Following the Closing Date, within the time periods specified on Schedule 6.16 hereto (as each may be extended by the Blackstone Credit Representative in its reasonable discretion), provide such Collateral Documents and complete such undertakings as are set forth on Schedule 6.16 hereto. (b) Within sixty (60) days after the Third Amendment Effective Date (or by such later date as may be agreed by the Blackstone Credit Representative in its reasonable discretion), the Loan Parties shall cause each such Subsidiary Ensure that is not an Excluded Subsidiary as of the Third Amendment Effective Date, including any Subsidiary organized, formed or incorporated in Canada or the United Kingdom, to (i) duly execute and deliver within thirty (30) Business Days after the entering into effect of the Amendment to the Collateral Intercreditor Agreement, the Agent a guaranty or guaranty supplement{shall have received, in form and substance reasonably satisfactory to the Blackstone Credit RepresentativeAgent, }guaranteeing the Obligations and a joinder or supplement to the applicable Collateral Documents (or enter into separate security documents governed by the laws evidence of the UK or Canadaregistration of the public deed dated February 1st, as applicable2017, in each caseentered into by and among the Company, ABY Concessions Infrastructures, S.L.U. and ABY Concessions Perú S.A. (for purposes the formalization of granting security an effective pledge over the Collateral 9’937,500 shares issued by ABY Concessions Perú S.A. in favor of the Company) with the Contracts Public Registry (Registro Mobiliario de Contratos) provided that such Subsidiary), (ii) (if not already so delivered) deliver certificates representing the Pledged Interests of each such Subsidiary (if any) held by the applicable Borrower Party accompanied by undated stock powers or other appropriate instruments of transfer executed in blank and instruments evidencing the Pledged Debt owing by such Subsidiary term could be extended to any Borrower Party indorsed in blank to the Collateral Agent, together with, supplements to the Security Agreement and (iii) deliver any an additional documentation required pursuant to Section 6.12 and under the other Loan Documents. (c) Within thirty (30) days Business Days period if the applicable registrar raises an observation to the registration request; (ii) within five (5) Business Days after the Third entering into effect of the Amendment Effective Date (or by such later date as may be agreed by to the Blackstone Credit Representative in its reasonable discretion)Intercreditor Agreement, the Borrower Agent shall cause to be delivered to the Blackstone Credit Representative and the Collateral Agent or legal counsel representing the Blackstone Credit Representative and the Collateral Agent insurance certificates and endorsements to the general liability, cyber and property insurance policies of the Loan Parties in favor of the Collateral Agent for the benefit of the Secured Partieshave received, in form and substance {reasonably satisfactory to the Blackstone Credit Representative and }the Collateral Agent, pursuant evidence of (A) the filing of the Peruvian Amendment to which Pledge Agreement with the Collateral Agent is listed as additional insured Contracts Public Registry (with respect Registro Mobiliario de Contratos); and (B) an executed entry of the stock ledger (Libro de Matrícula de Acciones) of ABY Concessions reflecting the annotation of the Peruvian Amendment to general liability and cyber policies) or loss payee (with respect to property insurance policies), Pledge Agreement in accordance with Section 6.07 the terms of the Credit Peruvian Amendment to Pledge Agreement; and (iii) within thirty-five (35) Business Days after the entering into effect of the Amendment to the Intercreditor Agreement, the Agent shall have received, in form and substance satisfactory to the Agent, evidence of the registration of the Peruvian Amendment to Pledge with the Contracts Public Registry (Registro Mobiliario de Contratos) provided that such term could be extended to an additional thirty (30) Business Days period if the applicable registrar raises an observation to the applicable registration request; (b) Ensure that, within ten (10) Business Days after the entering into effect of the Amendment to the Intercreditor Agreement, the Agent shall have received, in form and substance satisfactory to the Agent, evidence of the completion of the registry in the Sole Registry of Guaranties over Goods (Registro Único de Garantías Mobiliarias) of the Mexican Amendment to Pledge Agreement; and (c) Ensure that, within thirty (30) Business Days after the date hereof, the Agent shall have received, in form and substance satisfactory to the Agent, evidence of the South African Exchange Control Approval in relation to the entry into and performance by ABY South Africa Proprietary Limited of its obligations under the Note Documents to which it is a party and that such South African Exchange Control Approval is not subject to any conditions which are not acceptable to the Agent.

Appears in 1 contract

Samples: Note Issuance Facility Agreement (Atlantica Yield PLC)

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