Pre and Post Closing Covenants Sample Clauses

Pre and Post Closing Covenants. 15. Pubco, Ferber and Caplan hereby covenant to the other as follows:
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Pre and Post Closing Covenants. 24. The parties hereby covenant as follows:
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Pre and Post Closing Covenants. 5.1 CONDUCT OF BUSINESS DURING INTERIM PERIOD Except as disclosed in Schedule 3.3(a) or contemplated elsewhere in this Agreement, during the Interim Period the Vendor will cause the Company and the Subsidiary to carry on its business in the ordinary and normal course in a prudent, businesslike, and efficient manner and substantially in accordance with the procedures and practices in effect on the Statement Date and without limiting the generality of the foregoing, during the Interim Period the Vendor will not, and will not permit any of the Company or the Subsidiary to, without the prior consent in writing of the Purchaser:
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Pre and Post Closing Covenants. Scorpio Gold agrees to: (A) use its best commercially reasonable efforts to obtain the requisite regulatory approvals of the TSX Venture Exchange prior to the Closing; (B) continue to make the Monthly Payments to GPXM pursuant to the terms of the LOI, in the amount of One Hundred Thousand Dollars (US $100,000) per month until the Closing, which sums, subject to Section 2.1(d) are nonrefundable and shall be credited against the cash portion of the Purchase Price; and (C) if a Closing has not occurred on or prior to the due date of that certain Bridge Note dated February 6, 2009 made by GPXM to Crestview Capital Master, LLC, in the approximate amount of One Million One Hundred Thousand Seven Hundred Seventy-Four Dollars (US $1,100,774), then Scorpio Gold and GPXM shall take commercially reasonable steps to extend the due date of the Bridge Note until the earlier of (1) the Closing or (2) the Bridge Note’s revised maturity date, if any. Scorpio Gold and GPXM shall equally share the costs associated with extending the due date of the Bridge Note as required.
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Pre and Post Closing Covenants i. Forgiveness of Rexray debt. Prior to the closing, all indebtedness of Rexray, if any, shall be forgiven and discharged by the obligee(s) thereof pursuant to a written instrument executed by said obligee(s) in favor of Rexray.
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Pre and Post Closing Covenants. 15. Digital and the Vendor hereby covenant to the other as follows:
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Pre and Post Closing Covenants 
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Related to Pre and Post Closing Covenants

  • Post-Closing Covenants The Parties agree as follows with respect to the period following the Closing.

  • Post-Closing Covenant The Borrower agrees that it will, or will cause its relevant Subsidiaries to, complete each of the actions described on Schedule 9.14 as soon as commercially reasonable and by no later than the date set forth in Schedule 9.14 with respect to such action or such later date as the Administrative Agent may reasonably agree.

  • PRE-CLOSING COVENANTS The Parties agree as follows with respect to the period between the execution of this Agreement and the Closing.

  • Closing Covenants (y) The Purchaser agrees with the Vendor that after closing he:

  • Continuing Covenants The Competitive Supplier agrees and covenants to perform each of the following obligations during the term of this ESA.

  • Further Assurances and Post-Closing Conditions (a) Promptly upon reasonable request by the Administrative Agent (i) correct any material defect or error that may be discovered in the execution, acknowledgment, filing or recordation of any Collateral Document or other document or instrument relating to any Collateral, and (ii) do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, certificates, assurances and other instruments as the Administrative Agent may reasonably request from time to time in order to carry out more effectively the purposes of the Collateral Documents.

  • Operating Covenants The Issuer covenants with the Indenture Trustee as follows, provided that any of the following covenants with respect to the Portfolio Railcars shall not be deemed to have been breached by virtue of any act or omission of a Lessee or sub-lessee, or of any Person which has possession of a Portfolio Railcar for the purpose of repairs, maintenance, modification or storage, or by virtue of any requisition, seizure, or confiscation of a Portfolio Railcar (other than seizure or confiscation arising from a breach by the Issuer of such covenant) (each, a “Third Party Event”), so long as (i) none of the Issuer, the Servicer or the Administrator has consented to such Third Party Event; and (ii) the Issuer (or the Servicer on its behalf) as the Lessor of such Portfolio Railcar promptly and diligently takes such commercially reasonable actions as a leading railcar operating lessor would reasonably take in respect of such Third Party Event, including, as deemed appropriate (taking into account, among other things, the laws of the jurisdiction in which such Portfolio Railcar is located or operated), seeking to compel such Lessee or other relevant Person to remedy such Third Party Event or seeking to repossess the relevant Portfolio Railcar:

  • Post-Closing Cooperation Seller and Purchaser shall cooperate with each other, and shall cause their Affiliates and their officers, employees, agents, auditors and representatives to cooperate with each other, for a reasonable period after the Closing to ensure the orderly transition of the Company from Seller to Purchaser and to minimize any disruption to the Company and the other respective businesses of Seller and Purchaser that may result from the transactions contemplated by this Agreement. After the Closing, upon reasonable written notice, Seller and Purchaser shall furnish or cause to be furnished to each other and their Affiliates and their respective employees, counsel, auditors and representatives access, during normal business hours, to such information and assistance relating to the Company (to the extent within the control of such Party) as is reasonably necessary for financial reporting and accounting matters.

  • Negative Covenants of Seller On and as of the date hereof and each Purchase Date and until this Agreement is no longer in force with respect to any Transaction, Seller shall not without the prior written consent of Buyer:

  • Post-Closing Conditions On or before each of the dates specified in this Section 4.3, Borrower shall satisfy each of the items specified in the subsections below:

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