Common use of Post-Closing Conditions Subsequent Clause in Contracts

Post-Closing Conditions Subsequent. The Borrower shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3 to the satisfaction of the Administrative Agent, in each case, by no later than the date specified for such condition below (or such later date as the Administrative Agent shall agree in its sole discretion): (a) on or before the date which is 45 days after the Closing Date, the Borrower shall have delivered landlord waivers in form and substance reasonably satisfactory to the Administrative Agent and executed by the applicable landlord for each of the following locations: (w) the Borrower’s chief executive office, (x) the Borrower’s Alabama location, (y) the Borrower’s Norwood, MA location and (z) each of the Borrower’s other Canton, MA locations; (b) on or before the date which is twenty days after the Closing Date, the Borrower shall have delivered supplements in form and substance reasonably satisfactory to the Administrative Agent to the (i) Collateral Information Certificate, and (ii) the Guarantee and Collateral Agreement with respect to the Loan Parties’ Intellectual Property registered outside of the United States; (c) on or before the date which is thirty days after the Closing Date, the Borrower shall have delivered an amendment to Article VI, Section 1 of the By-Laws of Organogenesis Inc. in form and substance reasonably satisfactory to the Administrative Agent; and (d) on or before the date which is thirty days after the Closing Date, to the extent not delivered to the Administrative Agent on or prior to the Closing Date, deliver to the Administrative Agent insurance certificates and endorsements satisfying the requirements of Section 6.6 hereof and Section 5.2(b) of the Guarantee and Collateral Agreement in form and substance reasonably satisfactory to the Administrative Agent.

Post-Closing Conditions Subsequent. The Borrower Borrowers shall satisfy each of the conditions subsequent to the Closing Date specified in this Section 5.3 (which conditions were required to be satisfied as a condition precedent to the effectiveness of this Agreement, but which have not been so satisfied as of the date hereof) to the reasonable satisfaction of the Administrative Agent, in each case, case by no later than the date specified for such condition below (or such later date as the Administrative Agent shall agree in its sole discretion): (a) on Borrowers shall cooperate with Administrative Agent to allow the Initial Audit to be completed within 90 days after the Closing Date. (b) On or before the date which that is 45 days after the Closing Date, Date the Borrower Borrowers shall have delivered landlord waivers deliver to the Administrative Agent an auditor’s report regarding HY Holdings from Ernst &Young in form and substance reasonably satisfactory acceptable to the Administrative Agent. (c) On or before the date that is 90 days after the Closing Date the Borrowers shall deliver to the Administrative Agent a landlord’s agreement from the lessor of each property leased by HY Holdings, Compile and executed by the applicable landlord for each of the following locations: (w) the Borrower’s chief executive office, (x) the Borrower’s Alabama location, (y) the Borrower’s Norwood, MA location and (z) each of the Borrower’s other Canton, MA locations;Teladoc. (bd) on On or before the date which that is twenty 45 days after the Closing Date, Date the Borrower Borrowers shall have delivered supplements in form and substance reasonably satisfactory to the Administrative Agent to the (i) Collateral Information Certificate, and (ii) the Guarantee and Collateral Agreement with respect to the Loan Parties’ Intellectual Property registered outside of the United States; (c) on or before the date which is thirty days after the Closing Date, the Borrower shall have delivered an amendment to Article VI, Section 1 of the By-Laws of Organogenesis Inc. in form and substance reasonably satisfactory to the Administrative Agent; and (d) on or before the date which is thirty days after the Closing Date, to the extent not delivered to the Administrative Agent on or prior to the Closing Date, deliver to the Administrative Agent insurance certificates and endorsements satisfying the requirements of Section 6.6 hereof and Section 5.2(b) of the Guarantee Guaranty and Collateral Agreement Agreement, together with evidence reasonably satisfactory to the Administrative Agent that the insurance policies of each Loan Party have been endorsed for the purpose of naming the Administrative Agent (for the ratable benefit of the Secured Parties) as an “additional insured” or “lender loss payee”, as applicable, with respect to such insurance policies, in form and substance reasonably satisfactory to the Administrative Agent. (e) On or before the date that is 5 days after the Closing Date, Borrowers shall deliver to the Administrative Agent a Subordination Agreement in favor of Agent from ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ (as representative for himself and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇) and acknowledged by the Borrowers in form and substance satisfactory to Administrative Agent.