LMC. At the Closing, LMC will deliver or cause to be delivered to Spinco: (i) the Tax Sharing Agreement duly executed by an authorized officer of LMC; (ii) the Services Agreement duly executed by an authorized officer of LMC; (iii) the Facilities Sharing Agreement duly executed by an authorized officer of Liberty Property Holdings, Inc. and an authorized officer of LMC; (iv) each Aircraft Time Sharing Agreement duly executed by an officer of LMC or one or more of its Subsidiaries, as applicable; (v) the Charter Stockholders Agreement Amendment, duly executed by an authorized officer of LMC and an authorized officer of Charter; (vi) the Voting Agreement Assignment and Assumption Agreement, duly executed by an authorized officer of LMC and an authorized officer of Comcast; (vii) a secretary’s certificate certifying that the LMC Board has authorized the execution, delivery and performance by LMC of this Agreement, the Restructuring Agreements and the Other Agreements, which authorization will be in full force and effect at and as of the Closing; and (viii) such other documents and instruments as Spinco may reasonably request.
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LMC. At the Closing, LMC will deliver or cause to be delivered to Spinco:
(i) the Tax Sharing Agreement duly executed by an authorized officer of LMC;
(ii) the Services Agreement duly executed by an authorized officer of LMC;
(iii) the Facilities Sharing Agreement duly executed by an authorized officer of Liberty Property Holdings, Inc. and an authorized officer of LMC;
(iv) each Aircraft Time Sharing Agreement duly executed by an officer of LMC or one or more of its Subsidiaries, as applicable;
(v) the Charter Stockholders Agreement Amendment, duly executed by an authorized officer of LMC and an authorized officer of Charter;
(vi) the Voting Agreement Assignment and Assumption Agreement, duly executed by an authorized officer of LMC and an authorized officer of ComcastComcast Corporation;
(vii) a secretary’s certificate certifying that the LMC Board has authorized the execution, delivery and performance by LMC of this Agreement, the Restructuring Agreements and the Other Agreements, which authorization will be in full force and effect at and as of the Closing; and
(viii) such other documents and instruments as Spinco may reasonably request.
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