Documents and Filings Sample Clauses

Documents and Filings. In connection with any such release pursuant to this Section 22, Recco and the Collateral Agent, shall at the sole expense of Recco, execute and deliver any documents and instruments necessary to evidence the release of the Collateral Agent's security interest in such Purchased Contracts and other Collateral, including without limitation, UCC release forms prepared for filing in all appropriate jurisdictions.
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Documents and Filings. In connection with any such release pursuant to this Section 23, Fincx xxx the Collateral Agent, shall at the sole expense of Fincx, xxecute and deliver any documents and instruments necessary to evidence the release of the Collateral Agent's security interest in such Purchased Contracts and other Collateral, including without limitation, forms UCC-2 prepared for filing in all appropriate jurisdictions.
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Documents and Filings. In connection with any such release pursuant to this Section 19, Recco and the Seller, shall at the sole expense of Recco, execute and deliver any documents and instruments necessary to evidence the release of the Seller's security interest in such Purchased Contracts and other Collateral, including without limitation, forms UCC-2 prepared for filing in all appropriate jurisdictions.
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Documents and Filings. In connection with any such release pursuant to this Section 19, Finco and the Seller, shall at the sole expense of Finco, execute axx xxliver any documents and instruments necessary xx xxidence the release of the Seller's security interest in such Purchased Contracts and other Collateral, including without limitation, forms UCC-2 prepared for filing in all appropriate jurisdictions.
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Documents and Filings. In connection with any such release pursuant to this Section 21, Recco and the Funding Agent shall, at the sole expense of Recco, execute and deliver any documents and instruments necessary to evidence the release of the Funding Agent's security interest in such Purchased Contracts and other Collateral,
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Documents and Filings. Within [***] after the Effective Date and to the extent necessary during the [***] following the Effective Date, as may be reasonably requested by Clementia, Blueprint will transfer electronic copies and assign ownership to Clementia or its Affiliates of all Regulatory Data, Regulatory Filings, Regulatory Approvals and other documents to or from Regulatory Authorities and other Third Parties, relating to the Blueprint Compounds and Licensed Products in the Territory (collectively, “Documents and Filings”), as identified on Schedule 2 to the Transition Plan. During the Transition Period, (i) [***] or (ii) [***], Blueprint will provide such documents to Clementia reasonably promptly after becoming aware of such documents or Clementia’s request, as applicable. [***] In addition, at Clementia’s request, to the extent permitted by the applicable Regulatory Authorities, Blueprint will appoint Clementia as Blueprint’s agent (or cause its Representative to appoint Clementia as its agent) for all matters solely related to Licensed Product-related matters in the Territory involving such Regulatory Authorities until all Regulatory Data, Regulatory Approvals and Regulatory Filings in the Territory have been assigned to Clementia or its designee, with it being understood and agreed that Clementia shall promptly take any and all actions as may be required by the relevant Regulatory Authority to permit or finalize the aforementioned assignments to Clementia or its designee.
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Documents and Filings. In connection with any such release pursuant to this Section 19, Fincx xxx the Seller, shall at the sole expense of Fincx, xxecute and deliver any documents and instruments necessary to evidence the release of the Seller's security interest in such Purchased Contracts and other Collateral, including without limitation, forms UCC-2 prepared for filing in all appropriate jurisdictions.
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Documents and Filings. All of the Companies and each of the Buyers shall (i) enter into the agreements, (ii) execute the documents, (iii) make the filings or perform all of the formalities set forth opposite their respective names in EXHIBIT 5.1 either prior to the Closing or after the Closing as agreed by the parties acting in good faith, as specified in said EXHIBIT 5.1.
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Related to Documents and Filings

  • Consents and Filings (a) The Seller and the Buyer shall use their respective commercially reasonable efforts to take, or cause to be taken, all appropriate action to do, or cause to be done, all things necessary, proper or advisable under applicable Law or otherwise to consummate and make effective the transactions contemplated by this Agreement and the Ancillary Agreements as promptly as practicable, including to (a) obtain from Governmental Authorities and other Persons all consents, approvals, authorizations, qualifications and orders as are required for the consummation of the transactions contemplated by this Agreement and the Ancillary Agreements and (b) promptly make all necessary filings, and thereafter make any other required submissions, with respect to this Agreement required under the HSR Act or any other applicable Law. In furtherance and not in limitation of the foregoing, the Seller shall permit the Buyer to reasonably participate in the defense and settlement of any claim, suit or cause of action relating to this Agreement or the transactions contemplated hereby, and the Seller shall not settle or compromise any such claim, suit or cause of action without the Buyer’s written consent. Notwithstanding anything herein to the contrary, the Buyer shall not be required by this Section to take or agree to undertake any action, including entering into any consent decree, hold separate order or other arrangement, that would (i) require the divestiture of any assets of the Buyer or any of its Affiliates or any portion of the Business or the Purchased Assets or (ii) limit the Buyer’s freedom of action with respect to, or its ability to consolidate and control, the Business or the Purchased Assets or any of the Buyer’s or its Affiliates’ other assets or businesses; provided, that the Seller may not, without the prior written consent of the Buyer, become subject to, consent to, or offer or agree to, or otherwise take any action with respect to, any requirement, condition, limitation, Contract or order to (A) sell, license, assign, transfer, divest, hold separate or otherwise dispose of any Purchased Asset, the Business or any portion thereof, (B) conduct, restrict, operate, invest or otherwise change the Purchased Assets, the Business or any portion thereof in any manner, or (C) impose any restriction, requirement or limitation on the operation of the Business or portion of the Business.

  • Authorizations and Filings No authorization, consent, approval, license, exemption or other action by, and no registration, qualification, designation, declaration or filing with, any Official Body is or will be necessary or advisable in connection with the execution and delivery of this Agreement, the Note or the other Loan Documents, consummation of the transactions herein or therein contemplated or performance of or compliance with the terms and conditions hereof or thereof.

  • Actions and Filings The UTI Beneficiary and the Vehicle Trustee at the written direction and expense of the Servicer, shall undertake all future actions and activities as may be deemed reasonably necessary by the Servicer pursuant to the Servicing Agreement to perfect (or evidence) and confirm the initial creation of and allocation of Trust Assets to the 20[__]-[__] SUBI, including without limitation preparing UCC financing statements to be filed by the Servicer and executing and delivering all related filings, documents or writings as may be deemed reasonably necessary by the Servicer hereunder or under any other Basic Document. The UTI Beneficiary hereby irrevocably makes and appoints each of the Vehicle Trustee and the Servicer, and any of their respective officers, employees or agents, as the true and lawful attorney-in-fact of the UTI Beneficiary (which appointment is coupled with an interest and is irrevocable) with power to sign on behalf of the UTI Beneficiary any financing statements, continuation statements, security agreements, mortgages, assignments, affidavits, letters of authority, notices or similar documents necessary or appropriate to be executed or filed pursuant to this Section.

  • Other Reports and Filings Promptly after the filing or delivery thereof, copies of all financial information, proxy materials and reports, if any, which the Borrower or any of its Subsidiaries shall publicly file with the Securities and Exchange Commission or any successor thereto (the "SEC") or deliver to holders (or any trustee, agent or other representative therefor) of its material Indebtedness pursuant to the terms of the documentation governing such Indebtedness.

  • Reports and Filings Assist in the preparation of (but not pay for) all periodic reports by the Fund to its shareholders and all reports and filings required to maintain the registration and qualification of the Funds and Fund shares, or to meet other regulatory or tax requirements applicable to the Fund , under federal and state securities and tax laws.

  • Governmental Consents and Filings No consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Purchaser in connection with the consummation of the transactions contemplated by this Agreement.

  • Amendments and Financing Statements The Issuer will (i) execute and deliver amendments to this Indenture and other documents, (ii) file or authorize and cause to be filed financing statements and amendments and continuations of those financing statements and (iii) take other action necessary or advisable to:

  • Documents and Records Seller shall deliver to Servicer, and Servicer shall hold in trust for Seller and the Purchasers in accordance with their respective interests, all documents, instruments and records (including, without limitation, computer tapes or disks) that evidence or relate to Pool Receivables.

  • Recordings and Filings Each Borrower shall have: (a) executed and delivered all Financing Documents (including, without limitation, UCC-1 and UCC-3 statements) required to be filed, registered or recorded in order to create, in favor of the Lender, a perfected Lien in the Collateral (subject only to the Permitted Liens) in form and in sufficient number for filing, registration, and recording in each office in each jurisdiction in which such filings, registrations and recordations are required, and (b) delivered such evidence as the Lender may deem satisfactory that all necessary filing fees and all recording and other similar fees, and all Taxes and other expenses related to such filings, registrations and recordings will be or have been paid in full.

  • Other Documents and Actions Each Debtor shall give, execute, deliver, file and/or record any financing statement, registration, notice, instrument, document, agreement, Mortgage or other papers that may be necessary or desirable (in the reasonable judgment of the Secured Party or its Representative) to create, preserve, perfect or validate the security interest granted pursuant hereto (or any security interest or mortgage contemplated or required hereunder, including with respect to Section 2(h) of this Agreement) or to enable the Secured Party or its Representative to exercise and enforce the rights of the Secured Party hereunder with respect to such pledge and security interest, provided that notices to account debtors in respect of any Accounts or Instruments shall be subject to the provisions of clause (e) below. Notwithstanding the foregoing each Debtor hereby irrevocably authorizes the Secured Party at any time and from time to time to file in any filing office in any jurisdiction any initial financing statements (and other similar filings or registrations under other applicable laws and regulations pertaining to the creation, attachment, or perfection of security interests) and amendments thereto that (a) indicate the Collateral (i) as all assets of such Debtor or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the UCC, or (ii) as being of an equal or lesser scope or with greater detail, and (b) contain any other information required by part 5 of Article 9 of the UCC for the sufficiency or filing office acceptance of any financing statement or amendment, including (i) whether such Debtor is an organization, the type of organization and any organization identification number issued to such Debtor, and (ii) in the case of a financing statement filed as a fixture filing, a sufficient description of real property to which the Collateral relates. Each Debtor agrees to furnish any such information to the Secured Party promptly upon request. Each Debtor also ratifies its authorization for the Secured Party to have filed in any jurisdiction any like initial financing statements or amendments thereto if filed prior to the date hereof.

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