Post-Effectiveness Matters. The Borrower shall, and shall cause each of its Subsidiaries to, deliver each of the documents, instruments and agreements and take each of the actions set forth on Schedule 5.14 within the time periods set forth on such Schedule.
Post-Effectiveness Matters. As soon as practicable, and in any event by the earlier of 45 days after the Amendment Effective Date and the day prior to the first date after the Amendment Effective Date on which any Incremental Facility under Section 2.21 of the Credit Agreement becomes effective (or such later date with respect to any particular item as the Administrative Agent may agree to in its reasonable discretion):
(a) The Administrative Agent (or its counsel) shall have received (i) duly executed counterparts (which may include facsimile transmission or other electronic transmission of a signed counterpart) of the Guarantee and Collateral Agreement that, when taken together, bear the authorized signatures of the Administrative Agent, the Borrower and each Subsidiary Loan Party existing on the effective date of the Guarantee and Collateral Agreement and (ii) copies of fully completed schedules to the Guarantee and Collateral Agreement.
(b) The Administrative Agent shall have received a favorable written opinion (addressed to the Administrative Agent, the Lenders and the Issuing Banks and dated the effective date of the Guarantee and Collateral Agreement) of each of (i) Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, counsel for the Borrower, (ii) Xxxxxx Xxxxxxxxx, internal counsel for the Borrower and (iii) local counsel for the Borrower in each jurisdiction in which any Loan Party is organized, and the laws of which are not covered by the opinion letter referred to in clause (i) above, in each case in form and substance reasonably satisfactory to the Administrative Agent (which opinions shall cover, among other things, creation and perfection of the security interests under the Guarantee and Collateral Agreement).
(c) The Administrative Agent shall have received a completed Perfection Certificate, dated the effective date of the Guarantee and Collateral Agreement and signed by a Financial Officer of the Borrower, together with all attachments contemplated thereby, including the results of a search of the Uniform Commercial Code (or equivalent) filings made with respect to the Loan Parties in the jurisdictions contemplated by the Perfection Certificate and copies of the financing statements (or similar documents) disclosed by such search and evidence reasonably satisfactory to the Administrative Agent that the Liens indicated by such financing statements (or similar documents) are permitted under Section 6.02 of the Credit Agreement or have been, or will substantially contemporaneousl...
Post-Effectiveness Matters. Satisfy each covenant set forth on Schedule 5.18 on or before the date set forth with respect thereto.
Post-Effectiveness Matters. (a) The Borrower shall, and shall cause each of its Subsidiaries to, deliver each of the documents, instruments and agreements and take each of the actions set forth on Schedule 7.17, as of the Effective Date, within the time periods set forth on such Schedule.
(b) Within forty-five (45) days after the Restatement Date (or such additional period reasonably acceptable to the Administrative Agent in its sole discretion), the Borrower shall deliver to the Administrative Agent favorable written opinions of (i) Xxxxxx Xxxx & Xxxxxx LLP, special counsel to the Loan Parties as to FCC matters, and (ii) counsel to the Loan Parties in the States of Alabama, Florida, Georgia, Kansas, South Carolina and Tennessee, in each case, addressed to the Administrative Agent, the Collateral Agent and the Lenders and addressing such other matters as any Lender through the Administrative Agent may reasonably request and otherwise in a form satisfactory to the Administrative Agent.
Post-Effectiveness Matters. To the extent such items have not been delivered as of the Incremental Effective Date, as soon as practicable, and in any event within 60 days after the Incremental Effective Date (or such later date as the Administrative Agent may agree to in its reasonable discretion), the Borrower and each other Loan Party shall (a) deliver such amendments to, or reaffirmations of, Foreign Pledge Agreements, and effect such filings or registrations with respect to Foreign Pledge Agreements, as may be necessary to ensure that the Obligations attributable to the Incremental Term Loans and the Incremental Revolving Commitments and extensions of credit thereunder are secured under each Foreign Pledge Agreement to the same extent as the other Obligations and (b) deliver or cause to be delivered to the Administrative Agent such documents and legal opinions of foreign counsel reasonably acceptable to the Administrative Agent as the Administrative Agent may reasonably request to confirm the foregoing.
Post-Effectiveness Matters. Within five Business Days after the Amendment No. 3 Effective Date or such later date as may be agreed by the Administrative Agent in its sole discretion, the Administrative Agent shall have received, on behalf of itself and the Lenders, each item set forth on Schedule II to this Amendment, in each case in form and substance reasonably satisfactory to the Administrative Agent.
Post-Effectiveness Matters. As soon as practicable, and in any event within 45 days after the Amendment Effective Date, the Company and each other Loan Party shall (i) deliver such amendments to, or reaffirmations of, Foreign Pledge Agreements, and effect such filings or registrations with respect to Foreign Pledge Agreements, as may be necessary to ensure that the Secured Obligations attributable to the Incremental Revolving Commitments are secured under each Foreign Pledge Agreement to the same extent as the other Secured Obligations and (ii) deliver or cause to be delivered to the Administrative Agent such documents, legal opinions of foreign counsel of the type referred to in Section 5(b) above or such other advice of foreign counsel reasonably acceptable to the Administrative Agent as the Administrative Agent may reasonably request to confirm the foregoing; provided that the Company shall have not less than 30 days to comply with any such request made by the Administrative Agent pursuant to clause (i) or (ii) above.
Post-Effectiveness Matters. As promptly as practicable, and in any event within 60 days, after the Restatement Effective Date (which period may be extended by the Agent in its sole discretion), the Parent and the Borrower shall, and shall cause each other Loan Party to, cause the Collateral Requirement to be satisfied (to the extent not satisfied on the Restatement Effective Date), including (a) execution and delivery of amendments to existing Mortgages necessary (or reasonably requested by the Collateral Agent) to secure all of the Secured Obligations, (b) delivery of legal opinions and other documents required to be delivered to the Collateral Agent under clause (e) of the definition of “Collateral Requirement” of the Amended Credit Agreement and (c) delivery of remaining Pledged Securities (as defined in the Collateral Agreement) issued by AAM India Manufacturing Corporation Private Limited and American Axle & Manufacturing (Thailand) Co., Ltd. required to be delivered to the Collateral Agent under clause (b) of the Collateral Requirement.
Post-Effectiveness Matters. Mortgage Amendments
Post-Effectiveness Matters. (a) If the Offer Effective Date occurs, to the extent permitted by the Act and the Takeover Rules, the Borrower shall (i) promptly take all necessary actions to initiate the Squeeze-Out procedures in respect of those Shares that have not been assented to the Offer and (ii) use its commercially reasonable efforts to obtain Advance Access to all such Shares as soon as reasonably practicable.
(b) The Borrower shall (to the extent permitted by the Act and the Takeover Rules) procure that the Target promptly make all required filings, applications, submissions and, if applicable, pay all fees in connection therewith to initiate the process for the Shares to be delisted from Nasdaq Stockholm as soon as reasonably practicable after the Offer Effective Date and use its commercially reasonable efforts to obtain such delisting.
