Common use of Post-Closing Conditions Clause in Contracts

Post-Closing Conditions. The Borrower shall deliver, or shall cause to be delivered, and shall perform each of the following, in each case in form and substance satisfactory to the Lender: (a) within thirty (30) days after the Closing Date (or such later date as may be agreed by the Lender in writing, in its discretion), such endorsements to the Borrower’s insurance policies as may be required by this Agreement and the Collateral Documents; (b) within ninety (90) days after the Closing Date (or such later date as may be agreed by the Lender in writing, in its discretion), a survey of the Mortgaged Property, together with such amendments and/or endorsements to the title insurance policy as the Lender may reasonably require; (c) within ninety (90) days after the Closing Date (or such later date as may be agreed by the Lender in writing, in its discretion), permit representatives of the Lender to visit and inspect any of the Borrower’s properties (such inspection, the “Post-Closing Field Exam”), to examine and make abstracts or copies from any of their respective books and records, to conduct a collateral audit and analysis of their respective operations and the Collateral, to verify the amount and age of the accounts receivable, the identity and credit of the respective account debtors, to review the billing practices of the Borrower and to discuss the Loan Parties’ respective affairs, finances and accounts with their respective officers, employees and independent public accountants, all to the Lender’s reasonable satisfaction; and (d) within five (5) Business Days after the Closing Date (or such later date as may be agreed by the Lender in writing, in its discretion), evidence that the Borrower’s insurance policies have been renewed.

Post-Closing Conditions. The Borrower shall deliver, or shall cause to be delivered, and shall perform each of the following, in each case in form and substance satisfactory to the Lender: (a) With respect to any Deposit Account of the Borrower held at Royal Bank (Canada), by June 16, 2017 (or such later date as Administrative Agent agrees to in its sole discretion), Administrative Agent shall have received Control Agreements for any such Deposit Account that is not an Excluded Account. (b) Other than as provided in subsection (a) above and other than the Control Agreement described in Section 4(i) with ▇▇▇▇▇ Fargo Bank, National Association provided on the Closing Date, within thirty two weeks after the Closing Date (30or such later date as Administrative Agent agrees to in its sole discretion), Administrative Agent shall have received Control Agreements for any Deposit Account that is not an Excluded Account. (c) With respect to each Mortgaged Property which has not been sold or disposed of within 120 days after the Closing Date (or such later date as may be agreed by the Lender in writing, Administrative Agent agrees to in its sole discretion), such endorsements to Administrative Agent shall have received each of the Borrower’s insurance policies as may be required by this Agreement and the Collateral Documents;following: (bi) within ninety (90) days after the Closing Date (or such later date as may be agreed by the Lender in writing, in its discretion), a survey of each of the Design Center and the Warehouse (and all improvements thereon) (1) prepared by a surveyor or engineer licensed to perform surveys in the state where such Mortgaged PropertyProperty is located, together with such amendments and/or endorsements (2) dated not earlier than six months prior to the title insurance policy as the Lender may reasonably require; date of delivery thereof, (c3) within ninety (90) days after the Closing Date (or such later date as may be agreed certified by the Lender surveyor (in writing, a manner reasonably acceptable to Administrative Agent) to Administrative Agent in its discretion)capacity as such and the title company, permit representatives and (4) complying in all respects with the minimum detail requirements of the Lender American Land Title Association as such requirements are in effect on the date of preparation of such survey and in a form sufficient to visit remove a survey exception from a title policy commitment and inspect any of the Borrower’s properties (sufficient to obtain a survey endorsement on a title policy for such inspection, the “Post-Closing Field Exam”), to examine and make abstracts or copies from any of their respective books and records, to conduct a collateral audit and analysis of their respective operations and the Collateral, to verify the amount and age of the accounts receivable, the identity and credit of the respective account debtors, to review the billing practices of the Borrower and to discuss the Loan Parties’ respective affairs, finances and accounts with their respective officers, employees and independent public accountants, all to the Lender’s reasonable satisfactionMortgaged Properties; and (dii) within five (5) Business Days after a current Phase I environmental assessment of the Closing Date (Design Center and the Warehouse performed by an environmental engineer or consulting firm reasonably acceptable to Administrative Agent, such later date as may approval not to be agreed unreasonably withheld, conditioned or delayed, showing that no material environmental problem exists with respect to such Mortgaged Property and containing no recommendations for any environmental remediation or for any further environmental investigations or studies, or, if so indicated, a Phase II environmental assessment performed by the Lender in writing, in its discretion), evidence that the Borrower’s insurance policies have been renewedsuch environmental engineer or consulting firm.