Post-Closing Covenants Clause Samples
POPULAR SAMPLE Copied 71 times
Post-Closing Covenants. (i) On or prior to five (5) calendar days after the Closing Date, Fourth Third LLC shall have duly executed and delivered to the Investor and the Company the intercreditor agreement and consent to the transactions contemplated hereby and under the Share Exchange Agreement each in a form reasonably acceptable to the Collateral Agent.
(ii) On or prior to five (5) calendar days after the Closing Date, (A) the Share Exchange shall have been consummated in accordance with the terms of the Share Exchange Agreement without any amendment, modification or waiver thereof (except with the prior written consent of the Collateral Agent), (B) PNG shall have appointed the individuals set forth on Table I of Schedule 1(h)(iii) to the offices set forth opposite their names on Table I of Schedule 1(h)(iii) attached hereto, (C) PNG shall have appointed the individuals set forth on Table II of Schedule 1(h)(iii) as directors of PNG and the Company shall have duly executed and delivered to the Investor that certain Voting Agreement and Irrevocable Proxies in the form attached hereto as Exhibit G and (D) the Investor PNG Note shall have been delivered to the Investor, duly executed on behalf of PNG and registered in the name of the Investor.
(iii) On or prior to five (5) calendar days after the Closing Date, in accordance with the terms of the Security Documents, the Company shall have delivered to the Collateral Agent (i) certificates representing the Company’s Subsidiaries’ shares of capital stock to the extent such subsidiary is a corporation or otherwise has certificated capital stock, along with duly executed blank stock powers and (ii) appropriate financing statements on Form UCC-I to be duly filed in such office or offices as may be necessary or, in the opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by each Security Document.
(iv) On or prior to five (5) calendar days after the Closing Date, the Company shall have ordered from a nationally recognized lien search firm (such as CT), for delivery to the Investor, true copies of UCC search results, listing all effective financing statements which name as debtor the Company or any of its Subsidiaries filed in the prior five years to perfect an interest in any assets thereof, together with copies of such financing statements, none of which, except for Permitted Liens and as otherwise agreed in writing by the Investor, shall cover any of the Collateral (as defined in the Sec...
Post-Closing Covenants. Except as otherwise agreed by the Administrative Agent in its reasonable discretion, the Borrower shall, and shall cause each of the other Loan Parties to, deliver each of the documents, instruments and agreements and take each of the actions set forth on Schedule 6.16 within the time periods set forth therein (or such longer time periods as determined by the Administrative Agent in its reasonable discretion).
Post-Closing Covenants. The Parties agree as follows with respect to the period following the Closing.
Post-Closing Covenants. The Parties agree that if at any time after the Closing any further action is necessary or desirable to carry out the purposes of this Agreement, each of the Parties will take such further action (including the execution and delivery of such further instruments and documents) as any other Party may reasonably request, all at the sole cost and expense of the requesting Party.
Post-Closing Covenants. The parties covenant to take the following actions after the Closing Date:
Post-Closing Covenants. (a) The REIT shall cause Two Harbors Property to change its name so as not to use “Two Harbors” and shall otherwise discontinue use of the “Two Harbors” name except as required to comply with reporting, disclosure, filing or other requirements imposed by Law or by a Governmental Authority. For purposes of clarification, the REIT and the Operating Partnership shall continue to have the right to use the name “THPI” in its business. The REIT and the Operating Partnership acknowledge that Two Harbors has prior and superior rights to use the name “Two Harbors” and is retaining all of its right, title and interest (including its trademark rights) therein and thereto.
(b) Other than describing the Formation Transactions and including any necessary financial statements of Two Harbors Property in the REIT’s SEC filings and earnings releases, and except as required by law, not to refer to Two Harbors and its business in the REIT’s SEC filings without the consent of Two Harbors.
(c) So long as Two Harbors holds at least 10% of the REIT Shares initially issued to it pursuant to this Agreement, the REIT shall (and shall cause each of its Subsidiaries to) maintain a fiscal year that commences and ends on the same calendar days as the fiscal year of Two Harbors commences and ends, and to maintain monthly accounting periods that commence and end on the same calendar days as the monthly accounting periods of Two Harbors commence and end.
(d) For each month end, so long as Two Harbors holds at least 10% of the REIT Shares initially issued to it pursuant to this Agreement, the REIT shall deliver to Two Harbors final consolidated and consolidating balance sheets, statements of operations and statements of cash flows as well as a consolidated statement of stockholders’ equity for the REIT and its Subsidiaries as of and for such period, in such format and detail as Two Harbors may reasonably request. All of the financial statements described in the preceding sentence shall be stated in U.S. dollars, prepared in accordance with GAAP and Article 10 of Regulation S-X and any similar or successor rule to the extent applicable to Two Harbors and delivered by the REIT to Two Harbors no later than 15 calendar days after the month-end being reported.
(e) So long as Two Harbors holds at least 10% of the REIT Shares initially issued to it pursuant to this Agreement, as soon as practicable and in no event no later than 30 calendar days prior to the date on which Two Harbors is required to...
Post-Closing Covenants. The Borrower agrees to deliver, or cause to be delivered, to the Administrative Agent, the items described on Schedule 5.16 on the Effective Date by the times specified with respect to such items, or such later time as may be agreed to by the Administrative Agent in its sole discretion.
Post-Closing Covenants. The parties agree as follows with respect to the period following the Closing.
Post-Closing Covenants. The Parties agree as follows:
Post-Closing Covenants. (a) Not later than 30 days after the Closing Date (or such later date as may be acceptable to the Administrative Agent in its sole discretion), the Borrower shall deliver to the Administrative Agent additional insured, mortgagee and lender loss payable special endorsements to the insurance policies of the Loan Parties, in each case naming the Administrative Agent as additional insured, mortgagee and lender loss payee, as applicable, in form and substance satisfactory to the Administrative Agent.
(b) Not later than 120 days after the Closing Date (or such later date as may be acceptable to the Administrative Agent in its sole discretion), the Borrower shall deliver to the Administrative Agent current appraisals of the real property constituting Collateral and improvements thereto, prepared by an appraiser reasonably acceptable to the Administrative Agent, such appraisals to be in form and substance satisfactory to the Administrative Agent.
(c) Not later than 60 days after the Closing Date (or such later date as may be acceptable to the Administrative Agent in its sole discretion), the Borrower shall deliver to the Administrative Agent an amendment to each Specified Lease Agreement duly executed by the Borrower and the applicable landlord, in each case in form and substance satisfactory to the Administrative Agent.
(d) Not later than 30 days after the Closing Date (or such later date as may be acceptable to the Administrative Agent in its sole discretion), the Borrower shall deliver to the Administrative Agent a commitment to issue an ALTA lender’s title insurance policy insuring the Administrative Agent, for the benefit of the Secured Parties, and in form reasonably acceptable to the Administrative Agent (including such endorsements as the Administrative Agent may reasonably require), insuring that the Mortgage in respect of the Albion, Michigan Property creates a valid first priority Lien upon the property subject to such Mortgage, subject only to Permitted Liens, any exceptions set forth on the Administrative Agent’s lender’s title insurance policy in effect on the date hereof with respect to the Albion, Michigan Property, and such exceptions as are acceptable to the Administrative Agent.
(e) Not later than 30 days after the Closing Date (as such date may be extended in the sole discretion of the Administrative Agent so long as the Borrower is diligently pursuing the items or actions described in this Section 6.15(e)), the Borrower shall deliver to the Ad...