Common use of Required Acts Clause in Contracts

Required Acts. In furtherance of and without limiting Section 6.01, except as otherwise expressly contemplated under this Agreement, between the date of this Agreement and the Closing, HRB Bank will: (a) Timely file all Tax Returns required to be filed by it and promptly pay all Taxes that become due and payable, except those being contested in good faith by appropriate proceedings, with adequate reserves established; (b) Promptly classify and charge off Loans and make appropriate adjustments to loss reserves in accordance with the Call Report Instructions, applicable regulatory definitions and the Uniform Retail Credit Classification and Account Management Policy; (c) Maintain its books of account in accordance with GAAP; (d) Promptly inform Republic of all material issues and developments arising in relation to the Transferred Assets and the Assumed Liabilities; and (e) Promptly take all reasonable actions to wind down all Brokered Deposits.