Obligations of the Parties Prior to Closing. Seller will not prior to the Closing Date (a) incur any material liability outside the ordinary course of business with respect to the Transferred Assets, or (b) create any Encumbrance on any of the Transferred Assets.
Obligations of the Parties Prior to Closing. 4.1 Pursuit of State License, Federal and State Regulatory Approvals and Insurance. Promptly, and no later than 30 days following the Effective Date, New Operator shall file any and all applications for, and pay any and all filing, processing or similar fees or charges incident to, and thereafter New Operator shall use its best efforts to (a) obtain one or more licenses from the applicable state authority to operate the Facility (“Licenses”) and (b) at New Operator’s election, seek assignment of or obtain new federal and state regulatory certifications such as Medicare and Medicaid Provider Agreements, clinical laboratory certifications and pharmacy registrations (“Federal and State Regulatory Certifications”). Transferor shall reasonably cooperate with New Operator, at no out-of-pocket cost or expense to Transferor, in connection with the obtaining of the Licenses and Federal and State Regulatory Certifications.
Obligations of the Parties Prior to Closing. A. Obligations of the Seller Prior to Closing:
Obligations of the Parties Prior to Closing. The parties hereby agree that between the date hereof and the Closing:
Obligations of the Parties Prior to Closing. 5.1 Licensing; Beds.
Obligations of the Parties Prior to Closing. 4.1 Pursuit of State License, Federal and State Regulatory Approvals and Insurance. Following expiration of the Inspection Period but no less than thirty (30) days prior to the Closing Date, New Operator shall file any and all applications for, and pay any and all filing, processing or similar fees or charges incident to, and thereafter New Operator shall use its best efforts to (a) obtain one or more licenses from the applicable state authority to operate the Facility (“Licenses”) and (b) at New Operator’s election, seek assignment of or obtain new federal and state regulatory certifications such as Medicare and Medicaid Provider Agreements, clinical laboratory certifications and pharmacy registrations (“Federal and State Regulatory Certifications”). Transferor shall reasonably cooperate with New Operator, at no out-of-pocket cost or expense to Transferor, in connection with the obtaining of the Licenses and Federal and State Regulatory Certifications.
Obligations of the Parties Prior to Closing. Except for the steps or actions taken pursuant to prior written consent of Buyer, Seller from the date of this Agreement until the Closing will conduct the Business consistent with historical practices, and during that period Seller shall:
Obligations of the Parties Prior to Closing. The obligations of BEKEM and ERTIS under the present Agreement shall be subject to the fulfillment, on or prior to the Closing, of all conditions elsewhere herein set forth, including, but not limited to, receipt by the appropriate party of all deliveries required by Sections 4 and 5 herein, and fulfillment of each of the following conditions:
Obligations of the Parties Prior to Closing. Except for the steps or actions taken pursuant to prior written consent of Buyer, from the date of this Agreement until the Closing, Seller shall not sell, license, encumber or otherwise transfer or grant any rights in or to the Product or any of the Transferred Assets or the Licensed Patent. In addition, Seller will not (a) incur any material liability outside the ordinary course of business which would be an Assumed Liability, or (b) create or permit any Encumbrance on any of the Transferred Assets or the Licensed Patent, except for Permitted Encumbrances. Seller shall maintain and service the Transferred Assets and the Licensed Patent consistent with past practice and use its commercially reasonable efforts to preserve intact the Transferred Assets and the Licensed Patent as they currently exist.
Obligations of the Parties Prior to Closing
