Post-Closing Cooperation. Prior to, on and after the Closing Date, and until the earlier of # such time as the Allowed Amounts of all Assumed Trade Creditor Liabilities are finally determined or # the dismissal of the Chapter 11 Cases, Purchaser and Sellers, without further consideration, shall # provide reasonable access during normal business hours to the other Party to Books and Records to the extent reasonably necessary to facilitate the determination of the Allowed Amounts of all Assumed Trade Creditor Liabilities and # cooperate in a commercially reasonable manner in connection to facilitate the determination of the Allowed Amounts of Assumed Trade Creditor Liabilities, provided, that the obligations under this Section 9.12 shall not unreasonably interfere with the business operations of Purchaser or the Target Entities.
SECTION # NEGATIVE COVENANTS149
Post-Closing Capitalization. At, and immediately after, the Closing, the authorized capitalization, and the number of issued and outstanding shares of capital stock of the , on a fully-diluted basis, shall be as described in the SEC Documents.
Deliver to the Administrative Agent (and, in the case of clause (ii), to the Title Insurance Company) within 60 days (as such period may be extended from time to time by the Administrative Agent upon request of the Borrower, such extension not to be unreasonably withheld or delayed) of the Closing Date each of the following in form and substance reasonably satisfactory to the Administrative Agent:
Post-Closing Actions. The Company shall execute and deliver the documents and complete the tasks set forth in this Section as soon as reasonably practicable and in each case no later than the time limit specified in this Section or such longer time as YourSpace may agree in its sole discretion:
Post-Closing Matters. ESI shall, and shall cause each of its Restricted Subsidiaries to, take all necessary actions to satisfy the requirements set forth on [Schedule 7.17] within such periods as specified on such schedule or such longer period as agreed by the Administrative Agent in its sole discretion.
Within 90 days after the Closing Date, Sinclair will prepare and deliver to Emmis a written statement (the “Preliminary Closing Statement”) setting forth Sinclair’s good-faith determination of # the amount of Net Working Capital, # the Final Consideration, and # the Excess Amount or the Shortfall Amount, as applicable, which statement will include materials that show, in reasonable detail, Sinclair’s support and computations for the amounts included in the Preliminary Closing Statement. The Preliminary Closing Statement will be binding upon the Parties and such Preliminary Closing Statement will be the “Final Closing Statement,” unless Emmis gives written notice of its disagreement to Sinclair in accordance with [Section 8.6(b)].
Post-Closing Funding. Immediately following the Closing, FDCO shall conduct a private placement of 1,100,000 shares of FDOC Stock, on a post-Reverse Stock Split basis, at a price of $0.55 per share.
#Existing Liens
Post-Closing Covenant. The Company shall satisfy the requirements set forth on [Schedule 6.16] on or before the date specified for such requirement, or any later date as the Administrative Agent may determine in its sole discretion.
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