Common use of Post-Closing Conditions Subsequent Clause in Contracts

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3 to the reasonable satisfaction of the Administrative Agent, in each case by no later than the date specified for such condition below: (a) The Borrower shall cause to be delivered by no later than the date occurring 60 days after the Closing Date each landlord consent and/or bailee waiver required to be delivered pursuant to the terms of the Guarantee and Collateral Agreement, executed by the applicable landlords and/or bailees related thereto; (b) The Administrative Agent shall have received, by no later than the date occurring 45 days after the Closing Date, the certificates representing the certificated shares of Capital Stock pledged to the Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof; (c) The Borrower shall (i) cause each Loan Party and each counsel to such Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 days after the Closing Date the originally-executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents.

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3 to the reasonable satisfaction of the Administrative Agent, in each case by no later than the date specified for such condition below: (a) The Borrower shall cause to be delivered by to the Administrative Agent no later than the date occurring 60 days indicated below, the following, each in form and substance reasonably satisfactory to the Administrative Agent: (i) no later than five (5) Business Days after the Closing Date Date, each landlord consent and/or bailee waiver required to be delivered pursuant to the terms of the Guarantee and Collateral Intellectual Property Security Agreement, executed by the applicable landlords and/or bailees Grantor related thereto; (bii) The Administrative Agent shall have received, by no later than the date occurring 45 days fifteen (15) Business Days after the Closing Date, insurance endorsement and certificates satisfying the certificates representing the certificated shares requirements of Capital Stock pledged to the Administrative Agent (for the ratable benefit Section 6.6 hereof and Section 5.2(b) of the Secured Parties) pursuant to the Guarantee Guaranty and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of form and substance satisfactory to the pledgor thereof;Administrative Agent; and (ciii) The Borrower to the extent not delivered on the Closing Date, no later than thirty (30) days after the Closing Date (or such later date as the Administrative Agent shall determine, in its sole but reasonable discretion), each Subordination Agreement, duly executed by each holder of Subordinated Indebtedness and the Administrative Agent, and acknowledged and agreed by each Loan Party. (i) cause each Loan Party and each counsel to such Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten (10) Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to such the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 thirty (30) days after the Closing Date the originally-executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to such the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents.

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3 to the reasonable satisfaction of the Administrative Agent5.3, in each case by no later than the date specified for such condition below: (a) The Borrower shall cause Use commercially reasonable efforts to be delivered by no later than obtain a Control Agreement with Bank of America, N.A. for the date occurring 60 days after the Closing Date each landlord consent and/or bailee waiver required to be delivered pursuant to the terms Bank of the Guarantee America Payment Processing Account in form and Collateral Agreement, executed by the applicable landlords and/or bailees related thereto; (b) The Administrative Agent shall have received, by no later than the date occurring 45 days after the Closing Date, the certificates representing the certificated shares of Capital Stock pledged substance reasonably satisfactory to the Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof;Agent. (c) The Borrower shall (i) cause each Loan Party and each counsel to such of the Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten (10) Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to such the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 days after the Closing Date the originally-originally- executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to such the Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents; and (c) Deliver to the Administrative Agent by no later than the date occurring twenty (20) days after the Closing Date a certificate representing the shares of the Capital Stock of buyindiaonline owned by the Borrower and pledged to Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the ▇▇▇▇▇▇▇ thereof.

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3 to the reasonable satisfaction of the Administrative Agent, in each case by no later than the date specified for such condition below: (a) The Borrower shall cause to be delivered by no later than the date occurring 60 days after the Closing Date each landlord consent and/or bailee waiver required to be delivered pursuant to the terms of the Guarantee and Collateral Agreement, executed by the applicable landlords and/or bailees related thereto; (b) The Administrative Agent shall have received, by no later than the date occurring 45 days after the Closing Date, the certificates representing the certificated shares of Capital Stock pledged to the Administrative Agent (for the ratable benefit of the Secured Parties) pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof; (c) The Borrower shall (i) cause each Loan Party and each counsel to such Loan Parties to deliver to the Administrative Agent by no later than the date occurring ten Business Days after the Closing Date, the originally-executed signature pages of such Persons to any of the agreements, opinions and other documents referenced in Section 5.1 (including any such signature pages to this Agreement and each of the other Loan Documents) in respect of which the Administrative Agent, as an accommodation to such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents, and (ii) use commercially reasonable efforts to cause any other Persons party to any agreements or other documents referenced in Section 5.1 to deliver to the Administrative Agent by no later than the date occurring 30 days after the Closing Date the originally-executed signature pages of such Persons to any of the agreements, notice acknowledgments and other documents referenced in Section 5.1 in respect of which the Administrative Agent, as an accommodation to such Loan Parties, has agreed to accept copies of such Persons’ signature pages for purposes of the closing of this Agreement and certain of the other Loan Documents. (b) The Co-Borrowers shall take all actions that reasonably may be specified by the Administrative Agent to permit and facilitate the undertaking and completion by the Administrative Agent, within the 30 day period following the Closing Date, of an audit of the Collateral.