Specific Actions Clause Samples

Specific Actions. 01.10.01. Logistics 01.10.02. Security and protection

Specific Actions. 01. 10. 01 Logistics 01. 10. 02. Security and protection 01. 10. 03. Emergency rehabilitation infrastructure

Specific Actions. Without limiting the generality of the foregoing, except as expressly provided or permitted herein or undertaken according to the process described in the Company Growth Plan, during the Pre-Closing Period, Seller covenants and agrees that it shall not cause or permit the Company to, directly or indirectly, do any of the following without the prior written consent of Buyer: (i) amend the Company Organizational Documents or the terms of the Units; (ii) issue, deliver, authorize, create, sell, grant, pledge or otherwise dispose of or encumber, propose or take any action in furtherance of the foregoing, any Equity Interests of the Company or any securities convertible into or exchangeable for, or any rights, conversion privileges, warrants, options or other rights of any kind to acquire or receive payment in respect of the value of, Equity Interests of the Company; (iii) declare, set aside or pay any dividend or other distribution in respect of Equity Interests of the Company (whether by merger, consolidation or otherwise) or redeem, purchase or otherwise acquire any outstanding Equity Interests of the Company; provided, that the foregoing shall not restrict the Company from declaring or paying any cash dividend or distribution that is paid in full prior to the Closing Date; (iv) except as described in clause (ix) below, sell, lease, license, pledge, transfer or otherwise dispose of or encumber any material properties or material assets of the Company or subject any of such assets or properties to any Liens (other than Permitted Liens), other than in the Ordinary Course of Business or properties or assets with a fair market value of less than $500,000; (v) except as set forth on Section 4.1(b)(v) of the Seller Disclosure Schedule or as otherwise described in the Company Growth Plan, (A) amend, modify, supplement in any material respect, enter into, become subject to, grant any waiver of any material term under, give any material consent with respect to, or terminate any Material Contract other than other than (i) bidding for, entering into, renewing or replacing Contracts with customers or vendors in the Ordinary Course of Business that (A) provide for aggregate annual payments by or to the Company of less than $1,000,000 or (B) have a term of less than twenty-four (24) months and are capable of being terminated on sixty (60) days’ notice or less and (ii) terminations of Contracts as a result of the expiration of the term of such Contracts or (B) enter into a...

Specific Actions. In carrying out subsection (a), the Secretary shall— (1) improve bilateral efforts at the United States- Mexico border to prevent the smuggling of meth- amphetamine into the United States from Mexico; (2) seek to work with Mexican law enforcement authorities to improve the ability of such authorities to combat the production and trafficking of meth- amphetamine, including by providing equipment and technical assistance, as appropriate; and

Specific Actions. In partial fulfillment of the diligence obligations set forth in Section 3.4(a), GSK Canada shall perform the following actions by the dates specified herein, subject to Section 3.4(c): (i) [*] by [*]; (ii) [*]; and (iii) [*]

Specific Actions. Without limiting the generality of Section 5.11.A., (i) no later than seven Business Days prior to any Borrower or any of its Subsidiaries opening any new Account, the Borrowers shall notify the Administrative Agent of the potential opening of such new Account and, upon the request of the Administrative Agent, such Borrower or such Subsidiary, as applicable, the Administrative Agent and the bank or financial institution with whom such account will be opened shall enter into a Control Agreement with respect to such Account on or prior to its opening and (ii) if any Borrower or any of its Subsidiaries uses or establishes a NOC in a location different than the location of FiberNet’s NOC on the Closing Date, such Borrower shall, or shall cause such Subsidiary to, grant to the Administrative Agent, for the benefit of the Secured Parties, a first priority security interest in and lien on the real property interests of such Borrower or such Subsidiary, as applicable, comprising or directly related to any such NOC. With respect to clause (ii), (a) such grant shall be effectuated through a deed of trust, leasehold deed of trust, mortgage or any other document or instrument (and each such document, when entered into, shall be deemed to be a Collateral Document hereunder) reasonably requested by the Administrative Agent, in each case, in form and substance satisfactory to the Administrative Agent, and (b) such Borrower or such Subsidiary shall obtain a lender’s title insurance policy, in form and substance satisfactory to the Administrative Agent, in respect of such real property.

Specific Actions. Without limiting the general obligations in Section 7.1, the following also applies to Section 7.1: (A) Seller shall use Reasonable Efforts to: (1) file the notification and report forms required, if any, for the Transactions pursuant to the HSR Act not later than July 26, 2016; and (2) timely obtain any clearance required under the HSR Act for the purchase and sale of the Shares. Seller shall request early termination of the waiting period of the HSR Act, if applicable. (B) Each Party shall, and shall cause their respective Affiliates to, do each of the following: (1) Promptly inform the other Parties of (and, at the other Party’s reasonable request, supply to such other Party) any communication (or other correspondence or memoranda) from or to, and any proposed understanding or agreement with, any Governmental Authority in connection with this Agreement or the Transactions. (2) Consult and cooperate with the other Parties in connection with any analyses, appearances, presentations, memoranda, briefs, arguments and opinions made or submitted by or on behalf of any Party in connection with all meetings, actions, discussions and proceedings with Governmental Authorities relating to this Agreement or the Transactions, including, subject to Applicable Law, permitting the other Parties to review in advance any proposed written communication between it and any Governmental Authority. (3) Comply, as promptly as is reasonably practicable, with any requests received by a Party or any of its Affiliates under any Applicable Laws for information, documents or other materials relating to the Transactions. (C) If a Party or any of its Affiliates intends to participate in any meeting or discussion with any Governmental Authority with respect to the Transactions or any filings, investigations or inquiries made in connection with the Transactions, it shall give the other Parties reasonable prior notice of, and an opportunity to participate in, such meeting or discussion. (D) Notwithstanding and in limitation of Section 7.2 (B), no Party shall be required to sell or otherwise dispose of, or to hold separate and agree to sell or otherwise dispose of, or to limit or change any assets, businesses or operations of such Party or its Affiliates.

Specific Actions. The Borrower shall, by a date no later than six months following the Effective Date, or such later date as the Borrower and the Association shall determine, carry out a comprehensive environmental and social assessment of operations carried out or to be carried out under the Project (the ESIA), in form and substance acceptable to the Association, and shall furnish said assessment for review and comments to the Association no later than twelve months following the Effective Date.

Specific Actions. Without limiting clause 6.1, the Seller acknowledges the following required actions (and where necessary shall provide the appropriate funding to, or on behalf of, the Company or Petrogas to ensure that any necessary obligations can be met) and: (a) (application for production license – Petroleum Licence 3599) agrees to procure that the Company shall immediately take steps to establish commercial production on Petroleum Licence 3599 (which is due to expire on 21 August 2010) and the Company has prepared and submitted its application to convert the “Alpullu Discovery” to a production license. In addition, the Seller in coordination with the Buyer shall immediately commence planning and proceed with construction of a connection line from the “Alpullu” field to a market and shall permit the Buyer to review and comment on such plans and commitments prior to finalisation. Until the production license is rejected definitely by the GDPA or the production license is granted to the Company, the Buyer agrees to ensure that the Company shall continue production either by means of pipelines or in CNG form; provided the Seller indemnifies the Buyer for any Claims by third parties; Amity Oil Share Purchase Agreement (b) agrees to procure that Petrogas: (i) (regional drilling obligation – Petroleum Licences 4037, 4094 and 4532) shall take all necessary steps to prepare for drilling of a well by 30 July 2010 on Petrogas’s Petroleum Licences 4037, 4094 and 4532 (each of which has been granted a six month extension to 30 July 2010 under article 33 of the Petroleum Law of the Republic of Turkey) and shall provide all plans and applications in advance to the Buyer for comment and, where appropriate, for revision prior to implementation; (ii) (3D survey on Petroleum Licence 4037) complies with its obligations in respect of the 3D seismic survey on Petroleum Licence 4037 (including pursuant to the contract with Viking Geophysical Services Ltd STI dated 17 November 2009 as subsequently supplemented, amended or varied including by amendment dated 31 May 2010); (iii) (regional drilling obligation – Petroleum Licence 3864) shall provide evidence that a 6 month extension (under article 33 of the Petroleum Law of the Republic of Turkey) to 28 October 2010 has been granted in respect of Petrogas’s Petroleum Licence 3864; and (iv) (Petroleum Licence extension – Petroleum Licence 3864) shall provide to the Buyer the application for a two year extension of Petrogas Petroleum Licence 3864...