Further assurance and provision of information Sample Clauses

Further assurance and provision of information. 15.1 Each Party shall at any time after Completion execute and do (or procure the execution and doing of) all such deeds, documents, acts and things as the other Parties shall reasonably require on or after Completion for carrying into effect the terms of this Agreement. 15.2 The Vendor shall for a period of seven years from Completion: (a) retain in its possession and control; and (b) as soon as reasonably practicable but in any event within ten Business Days, at the Purchaser’s and/or the Company’s written request and free of charge, permit the Purchaser and/or the Company or their duly authorised advisers and representatives to inspect and take copies of; all books, records, accounts and documents (whether stored electronically or in hard copy form) relating to the business of the Target and the Company not passed to the Purchaser at Completion. 15.3 On receipt by the Vendor or any Group Company of the Vendor, on or after Completion, of any monies, notices, correspondence, information, orders or enquiries which relate to the Target or the Company, the Vendor will, and will procure that such Group Company of the Vendor will, as soon as reasonably practicable but in any event within five Business Days pass or transfer them to the Purchaser or the Company (or as they may otherwise direct) and title in them shall vest in the Company or the Purchaser as appropriate. 15.4 The Vendor irrevocably appoints any director of the Purchaser or the Company from time to time after Completion to be its attorney in its name and on its behalf to: (a) consent to the holding on short notice of any meeting of the Target and/or the Company; (b) appoint such person as the attorney thinks fit as the Vendor’s proxy to attend and vote at any meeting of the Target and/or the Company; and (c) exercise all other rights and privileges (including the right to requisition the convening of an extraordinary general meeting of the Target and/or the Company) attaching to the Shares; (d) authorise the Target and/or the Company to send any notice, warrant or other document which the Vendor has the right to receive as a shareholder of the Target and/or the Company to the Purchaser and the Company at their addresses; in each case in such manner as the attorney thinks fit, and to execute and do (or procure the execution and doing) of all such deeds, documents, acts and things as, in the opinion of the attorney, are necessary for those purposes.
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Related to Further assurance and provision of information

  • Notification and Provision of Information 1. Where a Party considers that any proposed or actual measure might materially affect the operation of this Agreement or otherwise substantially affect another Party’s interests under this Agreement, it shall notify that other Party, to the extent possible, of the proposed or actual measure. 2. On request of another Party, a Party shall provide information and respond to questions pertaining to any actual or proposed measure, whether or not that other Party has been previously notified of that measure. 3. Any notification, request, or information under this Article shall be conveyed to the other Parties through their contact points. 4. Any notification or information provided under this Article shall be without prejudice as to whether the measure is consistent with this Agreement.

  • Use and Protection of Information Recipient agrees to protect such Information of the Discloser provided to Recipient from whatever source from distribution, disclosure or dissemination to anyone except employees of Recipient with a need to know such Information solely in conjunction with Recipient’s analysis of the Information and for no other purpose except as authorized herein or as otherwise authorized in writing by the Discloser. Recipient will not make any copies of the Information inspected by it.

  • Provision of Information (a) For so long as any of the Certificates of any Class are “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, each of the Depositor, the Master Servicer, the Securities Administrator and the Trustee agree to cooperate with each other to provide to any Certificateholders and to any prospective purchaser of Certificates designated by such holder, upon the request of such holder or prospective purchaser, any information required to be provided to such holder or prospective purchaser to satisfy the condition set forth in Rule 144A(d)(4) under the Securities Act. Any reasonable, out-of-pocket expenses incurred by the Trustee, the Master Servicer or the Securities Administrator in providing such information shall be reimbursed by the Depositor. (b) The Securities Administrator shall provide to any person to whom a Prospectus was delivered, upon the written request of such person specifying the document or documents requested, (i) a copy (excluding exhibits) of any report on Form 8-K, Form 10-D or Form 10-K (or other prescribed form) filed with the Securities and Exchange Commission pursuant to Section 6.21 and (ii) a copy of any other document incorporated by reference in the Prospectus. Any reasonable out-of-pocket expenses incurred by the Securities Administrator in providing copies of such documents shall be reimbursed by the Depositor. (c) On each Distribution Date, the Securities Administrator shall deliver or cause to be delivered by first class mail or make available on its website to the Depositor, Attention: Contract Finance, a copy of the report delivered to Certificateholders pursuant to Section 4.02.

  • Termination of Information and Observer Rights The covenants set forth in Subsection 3.1, Subsection 3.2 and Subsection 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Certificate of Incorporation, whichever event occurs first.

  • Retention of Information You acknowledge and accept that the Bank will be required under the China Connect Rules to keep records in relation to Northbound trading for a period of not less than 20 years.