Post-Effective Date Obligations Sample Clauses
The "Post-Effective Date Obligations" clause defines the responsibilities and duties that parties must continue to fulfill after the main agreement has come into effect or after its termination. Typically, this clause outlines ongoing requirements such as confidentiality, payment of outstanding amounts, return of proprietary materials, or compliance with non-compete provisions. Its core practical function is to ensure that certain essential obligations survive the end of the contract, thereby protecting the interests of the parties and preventing disputes over lingering responsibilities.
Post-Effective Date Obligations. Notwithstanding any provision herein or in any other Loan Document to the contrary, to the extent not actually delivered on or prior to the Effective Date, Borrower shall, and shall cause each Subsidiary to:
(a) within thirty (30) days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion), deliver to Collateral Agent the insurance endorsements, in each case satisfying the requirements of Section 6.5;
(b) within sixty (60) days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion), deliver to Collateral Agent evidence in form and substance reasonably acceptable to Collateral Agent, that the Collateral Accounts of Borrower at Western Alliance Bank have been closed;
(c) use commercially reasonable efforts to deliver to Collateral Agent a landlord’s consent executed in favor of Collateral Agent in respect Borrower’s leased locations at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ & ▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than sixty (60) days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion);
(d) use commercially reasonable efforts to deliver to Collateral Agent a bailee waiver executed in favor of Collateral Agent in respect of each third party bailee where Borrower or any Subsidiary maintains Collateral having a book value in excess of Five Hundred Thousand Dollars ($500,000) in the aggregate no later than sixty (60) days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion);
(e) within two (2) Business Days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion) deliver to Collateral Agent evidence in form and substance reasonably acceptable to Collateral Agent that Borrower has transferred all of its cash and Cash Equivalents from its Collateral Accounts at Western Alliance Bank to one or more Collateral Accounts at Silicon Valley Bank that are subject to Control Agreements in favor of Collateral Agent;
(f) within ten (10) Business Days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion) deliver to Collateral Agent good standing certificates for each jurisdiction in which Borrower and each Subsidiary is qualified to conduct business; and
(g) within ten (10) Business Days after the Effective Date (as such date may be extended by Collateral Agent in its sole discretion) ...
Post-Effective Date Obligations. The Borrower shall satisfy each requirement set forth on Schedule 5.17 and deliver to the Administrative Agent satisfactory evidence of the same, on or before the date specified for such requirement (or such later date as may be agreed in writing to by the Administrative Agent in its sole discretion). The failure to have taken any such action or deliver any such agreement or document required pursuant to this Section 5.17 by the date required in connection with such action or deliver shall be an immediate Event of Default.
Post-Effective Date Obligations. In addition to the surviving obligations and provisions listed in Section 7.2(b) hereof, the obligations and/or provisions set forth in Sections 4.1(e), 4.1(f), 4.2(d), and 4.2(e) shall survive the automatic termination of this Agreement pursuant to Section 7.1(e) hereof.
Post-Effective Date Obligations. The Borrowers shall perform the obligations set forth on Schedule 7.01(v) within the time periods designated therein.
Post-Effective Date Obligations. Within 20 days from the Effective Date, or such other date to which the Issuing Bank expressly agrees, the Company, on behalf of itself, each Spanish Obligor, and the Issuing Bank shall have formalized the ratification of the position of each Spanish Obligor as Subsidiary Guarantors under this Agreement into a public document (escritura pública) for the purposes of article 517, paragraph 2, number 4 of the Spanish Civil Procedural Law (Ley 1/2000 de 7 de enero, Ley de Enjuiciamiento Civil) (the “Civil Procedural Law”) before a Spanish notary public, at the expense of the Company. Within two Business Days from the execution of the notarial deed, the Company shall have supplied to the Issuing Bank an authorized copy (primera copia autorizada) of that deed. UTi Worldwide Inc. Letter of Credit Agreement SECTION 10 NEGATIVE COVENANTS Each Obligor, jointly and severally, covenants that until payment in full of all Obligations and cancellation, expiration or cash collateralization of all Letters of Credit or receipt of Credit Support with respect to all Letters of Credit:
Post-Effective Date Obligations. (a) Within 60 days after the Effective Date (or such later date as consented to by the Administrative Agent in its sole discretion), the Borrower will, and will cause each Loan Party, to satisfy the obligations set forth in Section 5.01(j).
(b) Within 90 days after the Restatement Effective Date (or such later date as consented to by the Administrative Agent in its sole discretion), the Borrower will, and will cause each Loan Party, to satisfy the obligations set forth in Section 5.03(h).
Post-Effective Date Obligations. Upon Closing, ▇▇▇▇▇▇ shall assume 100% of all liabilities and obligations in respect of the Sale Royalties arising or that arise out of events occurring after the Effective Date and ▇▇▇▇▇▇ shall discharge and satisfy such liabilities and obligations and indemnify Eternal from and against any and all Claims associated therewith. Eternal, upon Closing, shall assume 100% of all liabilities and obligations in respect of the Hardy Assets (including, without limitation, those arising under the Hardy Leases or any other relevant agreements), arising or that arise out of events occurring after the Effective Date and Eternal shall discharge and satisfy such obligations and indemnify ▇▇▇▇▇▇ from and against any and all Claims associated therewith.
Post-Effective Date Obligations. The Borrowers and the Parent shall procure that each Guarantor, within five Business Days after the Effective Date (or such later date as the Administrative Agent may agree in its reasonable discretion), enter into an affirmation agreement (the “Guarantor Affirmation”)
(a) acknowledging and consenting to this Amendment; (b) ratifying and confirming all of its respective obligations and liabilities under the Loan Documents (as amended by this Amendment) to which it is a party and ratifying and confirming that such obligations and liabilities remain in full force and effect and extend to and continue in effect with respect to, and continue to guarantee and secure, as applicable, the obligations of the Borrowers under the Credit Agreement; (c) acknowledging and confirming that, subject to Section 11 above, the liens and security interests granted by it pursuant to the Collateral Documents to which it is a party are and continue to be valid and perfected (if and to the extent required to be perfected under the Collateral Documents to which it is a party) liens and security interests in the Collateral (subject only to Liens permitted under the Loan Documents) that secure all of the obligations of such Guarantor under the Loan Documents to which it is a party to the same extent that such liens and security interests in the Collateral were valid and perfected (if and to the extent required to be perfected under the Collateral Documents to which it is a party) immediately prior to giving effect to the execution and delivery of this Amendment; (d) acknowledging and agreeing that such Guarantor does not have any claim or cause of action against the Administrative Agent or any Lender (or any of its respective directors, officers, employees, or agents) on or prior to the date hereof; and (e) acknowledging, affirming, and agreeing that such Guarantor does not have any defense, claim, cause of action, counterclaim, offset or right of recoupment of any kind or nature against any of its obligations, indebtedness or liabilities to the Administrative Agent or any Lender on or prior to the date hereof. The Borrowers and the Parent shall further procure that, in connection with the entry into the Guarantor Affirmation, each Loan Party that is party thereto shall deliver (A) such certificates or resolutions or incumbency certificates of such Loan Party as the Administrative Agent may reasonably require evidencing the identity, authority and capacity of each Responsible Officer...
Post-Effective Date Obligations. Notwithstanding any provision herein or in any other Loan Document to the contrary, to the extent not actually delivered on or prior to the Effective Date, the Borrowers shall, and shall cause each applicable Subsidiary to:
(a) deliver to Collateral Agent insurance endorsements, in each case satisfying the requirements of Section 6.5 within thirty (30) days of the Effective Date (as may be extended by Collateral Agent in its sole discretion).
(b) use commercially reasonable efforts to deliver to Collateral Agent a landlord’s consent executed in favor of Collateral Agent in respect Borrower’s leased location at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than sixty (60) days after the Effective Date (as may be extended by Collateral Agent in its sole discretion)
(c) use commercially reasonable efforts to deliver to Collateral Agent a bailee waiver executed in favor of Collateral Agent in respect of each third party bailee where Borrower or any Subsidiary maintains Collateral having a book value in excess of One Million Dollars ($1,000,000.00) in the aggregate no later than sixty (60) days after the Effective Date (as may be extended by Collateral Agent in its sole discretion); provided that this Section 6.12(c) shall not apply to any locations owned or controlled by any contract research organization.
Post-Effective Date Obligations. Notwithstanding anything to the contrary set forth in this Agreement, the Obligors shall deliver to the Administrative Agent on behalf of the Lenders, the documents set forth on Schedule 8.19, in form and substance reasonably acceptable to the Administrative Agent, and/or take the actions set forth on Schedule 8.19, in a manner reasonably acceptable to the Administrative Agent, on or before the deadlines set forth in Schedule 8.19 (as such deadlines may be extended by Administrative Agent in writing in its reasonable discretion). To the extent there is any conflict between the provisions of any Loan Document and Schedule 8.19, the provisions of Schedule 8.19 shall control.