Post-Closing Amalgamation definition
Examples of Post-Closing Amalgamation in a sentence
Subject to Section 10.4(g) and except in connection with the Post-Closing Amalgamation, the Borrower will do or will cause to be done all things necessary to preserve and keep in full force and effect each Loan Party’s existence in good standing as a corporation under the Law of its jurisdiction of formation.
Except as permitted by Section 10.1(p) in connection with the Post-Closing Amalgamation, the Borrower will cause each Material Subsidiary to provide the Agent with a guarantee and the other Security listed in Section 4.1 in form and substance satisfactory to the Agent within 10 days after any such Subsidiary becoming a Material Subsidiary, together with such supporting documentation and legal opinions as the Agent may reasonably require.
As at the Amendment and Restatement Date (both before and after the Post-Closing Amalgamation), the Borrower has no Subsidiaries other than as set out in Schedule H and the jurisdictions of incorporation or creation, as applicable, the location of the businesses and assets of the Loan Parties and the trade names of each, if any, used in such locations is set forth in Schedule H.
Except as permitted by Section 13.1(n) in connection with the Post-Closing Amalgamation, the Borrower will cause each Material Subsidiary to provide the Agent with a guarantee and the other Security listed in Section 4.1 in form and substance satisfactory to the Agent within 10 days after any such Subsidiary becoming a Material Subsidiary, together with such supporting documentation and legal opinions as the Agent may reasonably require.
As at the Closing Date and before and after the Post-Closing Amalgamation, the Borrower has no Subsidiaries other than as set out in Schedule I and the jurisdictions of incorporation or creation, as applicable, the location of the businesses and assets of the Loan Parties and the trade names of each, if any, used in such locations is set forth in Schedule I.
For the avoidance of doubt, following the completion of the Post-Closing Amalgamation, (i) the Purchaser and the Company shall continue as one corporation existing under the ABCA (such amalgamated corporation being “AmalCo”), (ii) the property of each of the Purchaser and the Company shall continue to be the property of AmalCo, and (iii) AmalCo shall continue to be liable for all obligations of each of the Purchaser and the Company.