Further Assurances on Termination Sample Clauses

Further Assurances on Termination. (a) As soon as possible after termination of this Agreement pursuant to Section 5.2, but in any event no later than three Business Days thereafter, NVPR will take all such steps and do all such things and sign all such documents or procure the taking of all such steps, the doing of all such things and the signing of all such documents as may be necessary to perform its obligations under Section 5.3.
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Further Assurances on Termination. Upon the termination of this Agreement for any reason whatsoever or upon the termination with respect to any specific Investment or service under Section 7.7, the Advisor shall cooperate fully with ELAS, including without limitation, providing to ELAS access to and opportunity to consult with the Advisor's officers and employees, in order to facilitate a smooth transition of the responsibilities and records so as to avoid a disruption of services to ELAS. In the case of a termination by notice, any such transition shall begin immediately upon the giving of such termination notice and the parties shall use their best efforts to complete such transition by the termination date. If such transition is not completed by the termination date or if ELAS requests that the Advisor continue to provide services or undertake duties and responsibilities under this Agreement after such termination date, the Advisor shall do so for a period of up to 12 months, unless otherwise mutually agreed between the Advisor and ELAS, and this Agreement shall be deemed to continue in effect with respect to the services so provided or duties or responsibilities so undertaken and the Advisor shall be entitled to receive such compensation as shall reasonably reflect the nature, scope and extent of such services, duties or responsibilities. If the Advisor and ELAS are unable to reach agreement on such compensation, they shall submit the dispute for resolution pursuant to Section 10.1.
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Further Assurances on Termination. From and after the effective date of the termination of this Agreement and during the six-month period thereafter (such period, the “Transition Period”), Principal and any of its affiliates providing services pursuant to this Agreement shall cooperate fully with Lender in order to effect an orderly transition of investment management responsibilities. The foregoing shall include, without limitation, attending such post-termination meetings and additional consultations during the Transition Period as shall be reasonably requested by Lender. Lender shall pay Principal or Principal’s applicable affiliates a reasonable per diem rate for the provisions of such services during the Transition Period if Principal is not otherwise entitled to the Servicing Fees and shall reimburse Principal and its applicable affiliates for their reasonable expenses incurred in providing such services during the Transition Period, as shall be mutually agreed upon by Principal and Lender in good faith. The obligations imposed by this Article 10 shall survive termination of this Agreement.
Sample 1
Further Assurances on Termination. (a) Upon termination of this Agreement for any reason whatsoever, the Advisor shall cooperate with the Fund and the Manager, including, without limitation, providing to the Fund and the Manager access to and the opportunity to consult with the Advisor’s officers and employees, in order to facilitate a smooth transition of the Advisor’s responsibilities and the Fund’s books and records so as to avoid a disruption of services to the Fund for the Managed Assets. In the **** Material omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Exchange Act of 1934. Material filed separately with the Securities and Exchange Commission. case of a termination by notice, any such transition shall begin immediately upon the giving of such termination notice and the parties shall use their reasonable efforts to complete such transition by the termination date. If such transition is not completed by the termination date the Advisor shall take such actions after the termination date as are necessary to complete the transition.
Sample 1
Further Assurances on Termination. (a) Upon termination of this Agreement for any reason whatsoever, the Advisor shall cooperate with the Fund and the Manager, including, without limitation, providing to the Fund and the Manager access to and the opportunity to consult with the Advisor’s officers and employees, in order to facilitate a smooth transition of the Advisor’s responsibilities and the Fund’s books and records so as to avoid a disruption of services to the Fund for the Managed Assets. In the case of a termination by notice, any such transition shall begin immediately upon the giving of such termination notice and the parties shall use their reasonable efforts to complete such transition by the termination date. If such transition is not completed by the termination date the Advisor shall take such actions after the termination date as are necessary to complete the transition.
Sample 1

Related to Further Assurances on Termination

  • Further Assurances, etc The Grantor agrees that, from time to time at its own expense, it will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that the Collateral Agent may request, in order to perfect, preserve and protect any security interest granted or purported to be granted hereby or to enable the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral. Without limiting the generality of the foregoing, the Grantor will

  • Further Assurances Covenants Each Lien Grantor covenants as follows:

  • Further Assurances; Remedies In furtherance of the grant of the pledge and security interest pursuant to Section 3 hereof, the Company hereby agrees with the Agent and each of the Purchasers as follows:

  • Further Assurances and Cooperation Each Party agrees to execute and deliver such other documents and to take all such other actions as the other Parties may reasonably request to effect the terms of this Agreement.

  • Further Assurances; Cooperation Each party shall, upon reasonable request by the other party, execute and deliver any additional documents necessary or desirable to complete the transactions herein pursuant to and in the manner contemplated by this Agreement. The parties hereto agree to cooperate and use their respective best efforts to consummate the transactions contemplated by this Agreement.

  • Further Assurances Each party shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, as the other party may reasonably request in order to carry out the intent and accomplish the purposes of this Agreement and the consummation of the transactions contemplated hereby.

  • Further Assurance Each Party shall duly execute and deliver, or cause to be duly executed and delivered, such further instruments and do and cause to be done such further acts and things, including the filing of such assignments, agreements, documents, and instruments, as may be necessary or as the other Party may reasonably request in connection with this Agreement or to carry out more effectively the provisions and purposes hereof, or to better assure and confirm unto such other Party its rights and remedies under this Agreement.

  • Further Assurances and Consents In addition to the actions specifically provided for elsewhere in this Agreement, each of the Parties hereto will use commercially reasonable efforts to (a) execute and deliver such further instruments and documents and take such other actions as any other Party may reasonably request in order to effectuate the purposes of this Agreement and to carry out the terms hereof and (b) take, or cause to be taken, all actions, and do, or cause to be done, all things, reasonably necessary, proper or advisable under applicable laws, regulations and agreements or otherwise to consummate and make effective the transactions contemplated by this Agreement, including, without limitation, using commercially reasonable efforts to obtain any consents and approvals, make any filings and applications and remove any liens, claims, equity or other encumbrance on an Asset of the other Party necessary or desirable in order to consummate the transactions contemplated by this Agreement; provided that no Party hereto shall be obligated to pay any consideration therefor (except for filing fees and other similar charges) to any third party from whom such consents, approvals and amendments are requested or to take any action or omit to take any action if the taking of or the omission to take such action would be unreasonably burdensome to the Party or its Group or the business thereof.

  • Further Assurances and Post-Closing Conditions (a) Promptly upon reasonable request by the Administrative Agent (i) correct any material defect or error that may be discovered in the execution, acknowledgment, filing or recordation of any Collateral Document or other document or instrument relating to any Collateral, and (ii) do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, certificates, assurances and other instruments as the Administrative Agent may reasonably request from time to time in order to carry out more effectively the purposes of the Collateral Documents.

  • Further Assurances and Additional Covenants (a) In addition to the actions specifically provided for elsewhere in this Agreement, each of the Parties shall, subject to Section 4.03, use reasonable best efforts, prior to, on and after the Distribution Date, to take, or cause to be taken, all actions, and to do, or cause to be done, all things, reasonably necessary, proper or advisable under applicable Laws and agreements to consummate and make effective the transactions contemplated by this Agreement.

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