Post-Closing Obligation Clause Samples
A Post-Closing Obligation clause defines the duties and responsibilities that parties must fulfill after the formal completion of a transaction, such as a merger or asset sale. These obligations may include actions like transferring additional documents, making final payments, or providing ongoing support or information. By clearly outlining these post-closing requirements, the clause ensures that all necessary steps are completed to fully implement the agreement and helps prevent disputes or misunderstandings after the deal has closed.
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Post-Closing Obligation. No later than ten (10) Business Days after the Closing Date, Seller shall deliver an opinion of counsel licensed in Minnesota with respect to the perfection of Buyer’s security interest in the Purchased Assets as a result of Buyer (or Custodian on behalf of Buyer) having possession and control of the related Mortgage Notes, which opinion shall be in form and substance acceptable to Buyer in its reasonable discretion.
Post-Closing Obligation. 4.1 Within 2 (two) Business Days after Closing, the Company shall file return of allotment with the registrar of companies in Form PAS-3.
4.2 The Company shall provide the Subscriber or any of its authorised representatives and advisers such assistance, documentation and information and undertake all actions as may be reasonably required in connection with the filings and disclosures required or agreed to be made to the registrar of companies, SEBI, stock exchanges and any other disclosures required to be made under applicable law pertaining to the transactions contemplated by this Agreement.
4.3 In the event the IPO is not undertaken by the Company within 2 (two) months from the Closing Date (or such extended period agreed between the Parties) or if the Board or its appointed committee determines that the Company shall not proceed with the IPO, the Company shall provide such shareholding rights to the Subscriber in the Company which are commensurate to its shareholding, based on market practices.
Post-Closing Obligation. (a) On or before February 29, 2024 (or such later date as each Lender may determine in its sole discretion), either (i) Borrower shall provide, in form and substance satisfactory to each Lender, a copy of an Account Control Agreement to perfect Collateral Agent’s Lien in the First Republic Accounts, or (ii) Borrower shall provide evidence satisfactory to each Lender that the First Republic Accounts have been closed; (b) on or before February 29, 2024 (or such later date as each Lender may determine in its sole discretion), either (i) Borrower shall provide, in form and substance satisfactory to each Lender, a copy of a Control Agreement to perfect Collateral Agent’s Lien in the M▇▇▇▇▇▇ Account, or (ii) Borrower shall provide evidence satisfactory to each Lender that the M▇▇▇▇▇▇ Account has been closed; (c) on or before February 29, 2024 (or such later date as each Lender may determine in its sole discretion), Borrower shall provide evidence satisfactory to each Lender that the Citi Account has been closed, (d) within sixty (60) days of the Closing Date (or such later date as each Lender may determine in its sole discretion), Borrower shall use commercially reasonable efforts to deliver the following documents to each Lender, in form and substance acceptable to each Lender, (i) a duly executed landlord’s consent in favor of Collateral Agent by the respective landlord thereof for 3▇▇ ▇. ▇▇▇▇▇▇▇▇ Ave., Sunnyvale, CA 94085, and (ii) a duly executed bailee waiver in favor of Collateral Agent by the respective bailee thereof for 2▇▇▇ ▇. ▇▇▇ ▇▇., ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, and (e) within ten (10) days after the Closing Date (or such later date as Lenders may determine in their sole discretion), Borrower shall deliver to Lenders a copy of an Account Control Agreement with respect to Borrower’s Deposit Accounts with SVB in favor of Collateral Agent.
Post-Closing Obligation. Within fifteen (15) days following the Closing Date, Seller shall pay all wages, bonuses, commissions and other benefits and sums (and all required taxes, insurance, social security and withholding thereon), including all accrued vacation, accrued sick leave, accrued benefits and accrued payments (and pro rata accruals for a portion of a year) due to Seller's employees for all periods prior to and through the Closing Date.
Post-Closing Obligation. Within thirty (30) days following the Closing Date (or such longer period as agreed to by Lender in its sole discretion), the Loan Parties shall deliver (or cause to be delivered) to Lender copies of all lender loss payable and additional insured endorsements with respect to the insurance policies required pursuant to Section 4.07, which endorsements shall be in form and substance reasonably satisfactory to Lender.
Post-Closing Obligation. (a) [****]
(b) Seller shall deliver or cause to be delivered to Buyer within thirty (30) days after closing four (4) originals of a Subordination, Non-Disturbance and Attornment Agreement for each Lease set forth on Schedule 5, in form and substance reasonably satisfactory to Buyer.
Post-Closing Obligation. No later than January 7, 2013, each Canadian Guarantor shall have executed and delivered a Québec law governed Deed of Hypothec and Issue of Bonds, a Bond, a Delivery Order and a Pledge of Bond Agreement in favour of Agent acting as fondé de pouvoir or Agent for the benefit of the Lenders, as applicable, in the form acceptable to Agent in its sole discretion.
Post-Closing Obligation. Borrower shall cause Cardinal Health 110, LLC, and any of its affiliates with which Borrower has entered into any agreement, to execute a subordination agreement with and for the benefit of MCI on or before the date that is thirty (30) calendar days after the Closing Date, time being of the essence, and to be satisfactory, in form and substance, to MCI in its reasonable discretion. The failure to satisfy the above condition subsequent on or before the date when due shall be an Event of Default hereunder, unless otherwise agreed to in writing by MCI.
Post-Closing Obligation. As soon as available, but in any event on or prior to five (5) days after the Third Amendment Effective Date (or such later date to which the Administrative Agent may agree in its sole discretion), the Borrower shall provide to Administrative Agent evidence satisfactory to the Administrative Agent that Borrower or the applicable Obligated Party has entered into and maintained Commodity Hedging Transactions sufficient to meet the hedging requirements set forth in Section 7.15(a)(ii) of the Credit Agreement.
Post-Closing Obligation. Within thirty (30) days of the Closing Date, or such later date as the Administrative Agent may agree in its sole discretion, the items described in clause (a) of the definition of “Mortgaged Property Support Documents”.