Additional Rights After the Closing Sample Clauses

Additional Rights After the Closing. After the Closing, in the event IXC completes additional portions of the Available System, (a) IXC hereby grants, without further action on its part, rights to PSINet so that each of the PSINet Fiber IRU and the Base IRU in the IXC Fibers is extended to cover such completed portions of the Available System (but only up to a total of 10,000 Route Miles) effective immediately upon completion of each portion, and (b) IXC hereby grants, without further action on its part, and will execute the necessary documents to evidence such grant of, additional security interests so that PSINet has a continuing, first priority, perfected and exclusive security interest in (i) the Long- Term Indivisible IRU (with such defined phrase being extended to cover such completed portions of the Available System) and the products and proceeds thereof, and (ii) the Short-Term Indivisible IRU (with such defined phrase being extended to cover such completed portion of the Available System) and the products and proceeds thereof, and the Long-Term Indivisible IRU and the Short-Term Indivisible IRU, as so extended, will thereupon become part of the Collateral. Notwithstanding the foregoing, however, commencing in respect of any completed portion of the Available System, after the date on which such completed portion of the Available System shall have been completed, the length of the Short-Term Indivisible IRU shall not exceed the excess, if any, of 10,000 Route Miles over the number of completed Route Miles on the Available System Accepted by PSINet. To the extent completion of additional portions of the Available System requires shortening the length of the Short-Term Indivisible IRU (which is subject to the security interest pursuant to the preceding sentence) by a certain number of Route Miles (the "Reduction Miles"), the Short-Term Indivisible IRU shall be deemed to be shortened 30 days after the date on which such completed portion of the Available System shall have been completed, by changing its definition to exclude a number of Route Miles equal to the number of Reduction Miles. The specific Route Miles excluded shall be determined by excluding that number of Route Miles of the Available System most recently completed beginning with the eastern most portion along the applicable route, all as set forth in a written notice from IXC to PSINet pursuant to the Security Agreement. The security interest in the Short-Term Indefeasible IRU shall terminate upon the first to occur of the f...
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Additional Rights After the Closing. After the Closing, in the event IXC completes additional portions of the Available System, (a) IXC hereby grants, without further action on its part, rights to PSINet so that each of the PSINet Fiber IRU and the Base IRU in the IXC Fibers is extended to cover such completed portions of the Available System (but only up to a total of 10,000 Route Miles) effective immediately upon completion of each portion, and (b) IXC hereby grants, without further action on its part, and will execute the necessary documents to evidence such grant of, additional security interests so that PSINet has a continuing, first priority, perfected and exclusive security interest in (i) the Long- Term Indivisible IRU (with such defined phrase being extended to cover such completed portions of the Available System) and the products and proceeds thereof, and (ii) the Short-Term Indivisible IRU (with such defined phrase being extended to cover such completed portion of the Available System) and the products and proceeds thereof, and the Long-Term Indivisible IRU and the Short-Term Indivisible IRU, as so extended, will thereupon become part of the
Sample 1

Related to Additional Rights After the Closing

  • After the Closing Buyer and Seller shall execute and deliver, or shall cause to be executed and delivered from time to time, such further instruments of conveyance and transfer, and shall take such other actions as any party may reasonably request, to convey and deliver the Assets to Buyer, to perfect Buyer’s title thereto, and to accomplish the orderly transfer of the Assets to Buyer in the manner contemplated by this Agreement. If any party hereto receives monies belonging to the other, such amount shall immediately be paid over to the proper party. If an invoice or other evidence of an obligation is received by a party, which is partially an obligation of both Seller and Buyer, then the parties shall consult with each other, and each shall promptly pay its portion of such obligation to the obligee.

  • Following the Closing Seller shall permit Buyer and its representatives (including, without limitation, their counsel and auditors), during normal business hours, to have reasonable access to, and examine and make copies of, all books and records of Seller and its Affiliates relating to the Hospital, which books and records, are retained by Seller and which relate to transactions or events contemplated by this Agreement occurring prior to the Closing, to the maximum extent permitted by law. For a period of three (3) years after the Closing, Seller agrees that, prior to the destruction or disposition of any such books or records, Seller shall provide not less than forty-five (45) days', nor more than ninety (90) days' prior written notice to Buyer of such proposed destruction or disposal. If Buyer desires to obtain any such documents, it may do so by notifying Seller in writing at any time prior to the date scheduled for such destruction or disposal. In such event, Seller shall not destroy such documents and the parties shall then promptly arrange for the delivery of such documents to Buyer, its successors or assigns. All out-of-pocket costs associated with the delivery of the requested documents shall be paid by Buyer.

  • After the Closing Date Buyer shall accept payment of all accounts receivable in the normal course of conducting the Business. Upon payment of any amounts from Delinquent Members, Buyer shall credit such payment first to the amounts owed by such Delinquent Member indicated on the Seller Receivable List, and then for Buyer's account.

  • Cooperation Following the Closing Following the Closing, each Party shall deliver to the other Parties such further information and documents and shall execute and deliver to the other Parties such further instruments and agreements as any other Party shall reasonably request to consummate or confirm the transactions provided for herein, to accomplish the purpose hereof or to assure to any other Party the benefits hereof.

  • After Closing Seller and Buyer shall execute, acknowledge and deliver or cause to be executed, acknowledged and delivered, such instruments and take such other action as may be necessary or advisable to carry out their obligations under this Agreement and under any document, certificate or other instrument delivered pursuant hereto.

  • Transfer of Shares After the Effective Time No transfers of Shares shall be made on the stock transfer books of the Surviving Corporation at or after the Effective Time.

  • Certain Notifications Until Closing From the Signing Date until the Closing, the Company shall promptly notify the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.4 shall not limit or affect any rights of or remedies available to the Investor; provided, further, that a failure to comply with this Section 3.4 shall not constitute a breach of this Agreement or the failure of any condition set forth in Section 1.2 to be satisfied unless the underlying Company Material Adverse Effect or material breach would independently result in the failure of a condition set forth in Section 1.2 to be satisfied.

  • Delivery of Warrants After Closing The Company shall deliver, or cause to be delivered, the respective Warrant certificates purchased by each Purchaser to such Purchaser within 3 Trading Days of the Closing Date.

  • Cooperation After Closing From and after the Closing Date, each of the parties hereto shall execute such documents and other papers and take such further actions as may be reasonably required or desirable to carry out the provisions hereof and the transactions contemplated hereby.

  • At the Closing (a) Seller will deliver to Buyer:

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