Acquiror Deliveries. At the Closing, subject to the terms and conditions of this Agreement, Acquirors shall deliver, or cause to be delivered to Sellers: (a) payment of the Purchase Price in accordance with Section 2.1; (b) a counterpart to each Assignment of Interests, duly executed by the applicable Acquiror; (c) duly executed copies of the Seller Notes by the issuers of the Seller Notes; (d) a joinder to the Registration Rights Agreement, duly executed by Class A Acquiror and each Up-C Acquiror; (e) a joinder to the TE LLC Agreement, duly executed by each Up-C Acquiror; (f) a certificate duly executed by an executive officer of each Acquiror, dated as of the Closing Date, in customary form, to the effect that each of the conditions specified in Sections 7.3(a) and (b) have been satisfied in all respects; and (g) a certificate duly executed by an executive officer of each Acquiror, dated as of the Closing Date, in customary form, attesting to the resolutions of the general partner of such Acquiror authorizing the execution and delivery of this Agreement and the other Transaction Documents to which such Acquiror is a party and the consummation of the transactions contemplated hereby and thereby, and certifying that such resolutions were duly adopted and have not been rescinded or amended as of the Closing Date.
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Samples: Purchase Agreement (Kelso GP VIII, LLC), Purchase Agreement (Tallgrass Holdings, LLC), Purchase Agreement (Tallgrass KC, LLC)
Acquiror Deliveries. At the Closing, subject to the terms and conditions of this Agreement, Acquirors shall deliver, or cause to be delivered to Sellers:
(a) payment of the Purchase Price in accordance with Section 2.1;
(b) a counterpart to each of the Assignment of Interests, duly executed by the applicable Acquiror;
(c) a joinder to the Registration Rights Agreement, in the form attached as Exhibit A thereto, duly executed copies of the Seller Notes by the issuers of the Seller NotesENLC Acquiror;
(d) a joinder to the Registration Rights Unitholder Agreement, in the form attached as Exhibit A thereto, duly executed by Class A Acquiror and each Up-C the MLP Acquiror;
(e) a joinder to the TE LLC Agreement, duly executed by each Up-C Acquiror;
(f) a certificate duly executed by an executive officer of each Acquiror, dated as of the Closing Date, in customary form, to the effect that each of the conditions specified in Sections 7.3(a8.3(a) and (b) have been satisfied in all respects; and
(gf) a certificate duly executed by the Secretary or an executive officer Assistant Secretary of each Acquiror, dated as of the Closing Date, in customary form, attesting to the resolutions of the general partner of such Acquiror authorizing the execution and delivery of this Agreement and the other Transaction Documents to which such Acquiror is a party and the consummation of the transactions contemplated hereby and thereby, and certifying that such resolutions were duly adopted and have not been rescinded or amended as of the Closing Date.
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