Post Closing Covenants and Obligations Sample Clauses

Post Closing Covenants and Obligations. (i) As soon as practicable after the date hereof, but in no event less than Ninety (90) Business Days after the Closing, the Company shall obtain such approval as may be required by the applicable rules and regulations of the NASDAQ Stock Market (or any successor entity) from the shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Shares, the Preferred Shares and Warrant Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date. (ii) As soon as practicable after the date hereof, but in no event less than Ninety (90) Business Days after the Closing, the Board of Directors and the holders of a majority of the outstanding voting capital of the Company shall adopt and approve an amendment to the Company’s Articles of Incorporation in order to: (i) effectuate a reverse split of the Company’s outstanding Common Stock at a ratio of up to 10-for-1, with such ratio to be determined by the Board of Directors, in their sole discretion; (ii) authorize all of the Securities; (iii) adopt the Amended and Restated Articles of Incorporation and By-laws in the form of Exhibits I and J, respectively, annexed hereto; approve the reincorporation of the Company into the State of Delaware and (iv) authorize or adopt such other or additional actions as the Subscriber reasonably shall request in furtherance of the foregoing.
Post Closing Covenants and Obligations. In addition to the obligations of the Parties set forth in Sections 6 and 7, the Buyer and Seller agree as follows: (a) Buyer agrees that during the twelve month period after the Closing, the Buyer will have completed drilling and testing the HKE-1 bis Well or the GRB-1
Post Closing Covenants and Obligations. OF THE PURCHASER 8.1 CHANGE OF COMPANY'S NAME. As soon as is reasonably practicable but in any event within 90 days after the Closing Date, the Purchaser will change the corporate name of the Company to a name which does not include the word "Sorex" or any word deceptively similar thereto. The Sellers acknowledge and agree that the name "Grif▇▇▇▇ ▇▇▇ro Science" is not deceptively similar to the name "Sorex."
Post Closing Covenants and Obligations. Section 7.1.
Post Closing Covenants and Obligations. 16.1 The signatories to this Agreement shall co-operate with each other and execute and deliver to the other signatories such other instruments and documents and take such other actions as may be necessary or reasonably requested or required from time to time in order to effect an orderly hand-over of the Sale Assets and the assumption of the Sale Liabilities. 16.2 Without limiting the generality of the foregoing, the Purchaser shall do all such acts and sign all such additional documents as may be requested by the Conveyancers in order to timeously lodge the Security for registration at the Deeds Registry in Francistown.
Post Closing Covenants and Obligations 

Related to Post Closing Covenants and Obligations

  • Covenants and Obligations The covenants and obligations of Seller in this Agreement shall have been performed in all material respects.

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

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

  • Special Covenants and Agreements SECTION 5.1. COMPANY TO MAINTAIN ITS CORPORATE EXISTENCE; CONDITIONS UNDER WHICH EXCEPTIONS PERMITTED. The Company agrees that during the term of this Agreement, it will maintain its corporate existence and its good standing in the State, will not dissolve or otherwise dispose of all or substantially all of its assets and will not consolidate with or merge into another corporation unless the acquirer of its assets or the corporation with which it shall consolidate or into which it shall merge shall (i) be a corporation organized under the laws of one of the states of the United States of America, (ii) be qualified to do business in the State, and (iii) assume in writing all of the obligations of the Company under this Agreement and the Tax Agreement. Any transfer of all or substantially all of the Company's generation assets shall not be deemed to constitute a "disposition of all or substantially all of the Company's assets" within the meaning of the preceding paragraph. Any such transfer of the Company's generation assets shall not relieve the Company of any of its obligations under this Agreement. The Company hereby agrees that so long as any of the Bonds are insured by a Bond Insurance Policy issued by the Bond Insurer and the Bond Insurer shall not have failed to comply with its payment obligations under such Policy, in the event of a Reorganization, unless otherwise consented to by the Bond Insurer, the obligations of the Company under, and in respect of, the Bonds, the G&R Notes, the G&R Indenture and the Agreement shall be assumed by, and shall become direct and primary obligations of, a Regulated Utility Company such that at all times the obligor under this Agreement and the obligor on the G&R Notes is a Regulated Utility Company. The Company shall deliver to the Bond Insurer a certificate of the president, any vice president or the treasurer and an opinion of counsel reasonably acceptable to the Bond Insurer stating in each case that such Reorganization complies with the provisions of this paragraph. The Company need not comply with any of the provisions of this Section 5.1 if, at the time of such merger or consolidation, the Bonds will be defeased as provided in Article VIII of the Indenture. The Company need not comply with the provisions of the second paragraph of this Section 5.1 if the Bonds are redeemed as provided in Section 3.01(B)(3) of the Indenture or if the Bond Insurance Policy is terminated as described in Section 3.06 of the Indenture in connection with a purchase of the Bonds by the Company in lieu of their redemption.

  • 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.