Common use of Further Assurances Clause in Contracts

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

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

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

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

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

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

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

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

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

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

Further Assurances. Each party The parties hereto shall use their commercially reasonable efforts to do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and or documents as either any other party hereto may reasonably may request in order to carry out fully the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments and documents as either party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder ; provided that no such additional documents shall contain terms or conditions inconsistent with the terms and conditions of this Agreement.

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

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

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

Further Assurances. Each party hereto shall use its reasonable best efforts to do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

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

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

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

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

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

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents documents, not inconsistent herewith, as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes provisions of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

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

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

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder. hereby. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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

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

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

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

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

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

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

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

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

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

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

Further Assurances. Each party The parties hereto shall use their commercially reasonable efforts to do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and or documents as either any other party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder there under.

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

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

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

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. ]

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

Further Assurances. Each party hereto shall use its reasonable best efforts to do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either the other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party hereto shall use their best efforts to do and perform ( or shall cause to be done and performed) performed all such further acts and shall execute and deliver all such other agreements, certificates, instruments and or documents as either the other party hereto may reasonably may request in order to carry out promote the intent and accomplish the purposes purpose of this Agreement and the Plan and the consummation of the transactions contemplated thereunder thereby.

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

Further Assurances. Each party Party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents documents, not inconsistent herewith, as either party any other Party hereto reasonably may request in order to carry out the intent and accomplish the purposes provisions of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party hereto or person or entity ------------------ subject hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto or person or entity subject hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

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

Further Assurances. Each Subject to the terms and conditions of this Agreement, each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and other documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes provisions of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party The parties hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby in accordance with the terms and conditions hereof.

Further Assurances. Each Consistent with the terms and conditions hereof, each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements instruments, certificates, instruments and other documents as either any other party hereto may reasonably may request require in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

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

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

Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments and documents as either party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder . . [Remainder of Page Intentionally Left Blank]

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder. hereby. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder. hereby. [The remainder of this page is intentionally left blank]

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

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

Further Assurances. Each party hereto shall do and perform ( perform, or shall 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 documents, as either any other party hereto may reasonably may request (including amendments to the Plan of Arrangement resulting from the amendments contained herein) in order to carry out the intent and accomplish the purposes of this Agreement and the Plan Amendment and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party In connection with this Agreement and all transactions contemplated hereby, each Party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such additional documents and instruments, and perform such additional acts, as any other agreements, certificates, instruments and documents as either party Party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby. All approvals and consents of any Party hereunder shall be in writing.

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

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

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

Further Assurances. Each party hereto or person or entity subject ------------------ hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto or person or entity subject hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

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

Further Assurances. Each party hereto or person subject hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto or person subject hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby, including, without limitation, compliance with all applicable laws and regulations.

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

Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Award Agreement and the Plan and the consummation of the transactions contemplated thereunder hereunder.

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

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

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

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

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby. Upon request, each member of Management shall deliver a written spousal consent, in form and substance satisfactory to the Funds, acknowledging and agreeing to the provisions of this Agreement.

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

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

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further 23 23 acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes provisions of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby. Neither the Company nor any Holder shall voluntarily undertake any course of action inconsistent with satisfaction of the requirements applicable to them set forth in this Agreement and each shall promptly do all such acts and take all such measures as may be appropriate to enable them to perform as early as practicable the obligations herein and therein required to be performed by them.

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

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

Further Assurances. Each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and other documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes provisions of this Agreement and the Plan and the consummation of the transactions contemplated thereunder. hereby. [Signature Pages Follow]

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

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

Further Assurances. Each party hereto to this Agreement shall use commercially reasonable efforts to (i) do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and (ii) deliver all such other agreements, certificates, instruments and documents as either the other party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each Following the Effective Date, each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes provisions of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby (including GHK, Apollo and TPG and their respective Permitted Transferees with respect to their respective obligations under this Agreement, including but not limited to their obligations under Section 4 and Section 6 hereof).

Further Assurances. Each Subject to the terms and provisions of this Agreement, each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments instruments, and documents as either any other party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan Ancillary Documents and the consummation of the transactions contemplated thereunder hereby and thereby.

Further Assurances. Each party The parties hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and or documents as either any other party hereto may reasonably may request from time to time in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby. Without limitation, Purchaser hereby agrees to execute the undertaking in the form attached hereto as EXHIBIT A in connection with the approval of the OCS to the transactions contemplated hereby.

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

Further Assurances. Each Without limitation of Section 6.2, each party hereto shall use its reasonable best efforts to do and perform ( perform, or shall cause to be done and performed ) , all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and or documents as either any other party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party Without limiting the provisions of Section 7.4, the parties hereto shall use commercially reasonable efforts to do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and or documents as either any other party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

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

Further Assurances. Each party All parties hereto shall do and perform (or shall and cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments and or documents as either the other party hereto may reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions transactions, contemplated thereunder. hereby. **** Indicates that a portion of the text has been omitted and filed separately with the Commission 4 5

Further Assurances. Each Consistent with the terms and conditions hereof, each party hereto shall do and perform ( or shall cause to be done and performed) performed all such further acts and things and shall execute and deliver all such other agreements instruments, certificates, instruments and other documents as either any other party hereto may reasonably may request require in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder hereby.

Further Assurances. Each party hereto Party agrees that they shall do and perform ( perform, or shall 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 agreements or amendments as either party hereto may reasonably may request be requested in order to carry out the intent and accomplish the purposes of this Agreement and the Plan Third Amendment and the consummation of the transactions contemplated thereunder. hereby. In addition to the foregoing and

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

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

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

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

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

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