Additional Closing Documents of Buyer. Buyer has executed and delivered, or is executing and delivering at the Closing the following documents, each dated the Closing Date:
(i) Copies, certified by the Secretary or an Assistant Secretary of Buyer, of resolutions of its Members authorizing the execution and delivery of this Agreement and the other Transaction Documents to be delivered by Buyer and the consummation of the transactions contemplated hereby;
(ii) The Notes;
(iii) A photocopy of the certificates representing the Shares issued in the name of each Member as set forth in Schedule 1.3; and
(iv) Employment Agreements substantially in the form of Exhibit H (with conforming changes as appropriate for each employee), with each of the persons named on Schedule 6.2.
Additional Closing Documents of Buyer. Buyer has executed and delivered, or is executing and delivering at the Closing the following documents, each dated the Closing Date:
(i) Copies, certified by the Secretary or an Assistant Secretary of Buyer, of resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the Transaction Documents and the consummation of the transactions contemplated hereby; and
(ii) Such other closing documents as Brite may reasonably request.
Additional Closing Documents of Buyer. Buyer has executed and delivered, or is executing and delivering at the Closing copies, certified by an authorized officer of Buyer, of resolutions of its board of directors authorizing the execution and delivery of this Agreement and the other Transaction Documents to be delivered by Buyer and the consummation of the transactions contemplated hereby.
Additional Closing Documents of Buyer. Xxxxx has executed and delivered, or is executing and delivering at the Closing the following documents, each dated the Closing Date:
(i) Copies, certified by the Secretary or an Assistant Secretary of Buyer, of resolutions of its Board of Directors or majority of members of Buyer authorizing the execution and delivery of this Agreement and the Transaction Documents and the consummation of the transactions contemplated hereby;
Additional Closing Documents of Buyer. Buyer has executed and delivered, or is executing and delivering at the Closing the following documents, each dated the Closing Date:
(i) Copies, certified by the Secretary or an Assistant Secretary of Buyer, of resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and the other Transaction Documents to be delivered by Buyer and the consummation of the transactions contemplated hereby;
(ii) The Assumption Agreement as described in Section 1.3;
(iii) The Cash Payment (as defined in Schedule 1.4);
(iv) The Note;
(v) A photocopy of the certificates evidencing the Shares (as defined in Schedule 1.4);
(vi) An employment agreement substantially in the form attached hereto as Exhibit I-1 for each key employee designated by Buyer or Exhibit I-2 for other employees (each with conforming changes as appropriate for the employee) with each of the persons named on Schedule 6.2; and
(vii) Such other closing documents as Seller may reasonably request.
Additional Closing Documents of Buyer. Seller shall have received at the Closing the following documents, each dated the Closing Date:
(i) copies, certified by the Secretary or an Assistant Secretary of Buyer, of resolutions of its Board of Directors or the Executive Committee thereof authorizing the execution and delivery of this Agreement and all other agreements, documents or instruments relating hereto and the consummation of the transactions contemplated hereby;
(ii) confirmation of the wire transfers to be delivered by Buyer at the closing pursuant to Section 2.05(i) and (iii) hereof; and
(iii) such other closing documents (duly executed as applicable) as Seller may reasonably request.
Additional Closing Documents of Buyer. BP shall have received at the Closing the following documents, each dated the Closing Date:
(i) copies, certified by the Secretary or an Assistant Secretary of Buyer, of resolutions of its Board of Directors or the Executive Committee thereof authorizing the execution and delivery of this Agreement and all other agreements, documents or instruments relating hereto and the consummation of the transactions contemplated hereby; and
(ii) confirmation of the wire transfer to be delivered by Buyer at the Closing pursuant to Section 2.5(i) hereof.
Additional Closing Documents of Buyer. Seller shall have received at the Closing the following documents, each dated the Closing Date:
(a) Copies, certified by the Secretary of Buyer, of resolutions of its Board of Directors authorizing the execution and delivery of this Agreement and all other agreements, documents or instruments relating hereto and the consummation of the transactions contemplated hereby;
(b) Evidence of the wire transfer of the funds to be delivered by Buyer at the Closing pursuant to Section 2.3 hereof;
(c) Use and Occupancy Agreement in the form of Exhibit 6.7; and
(d) Employment Services Agreements with respect to each of Stein and Finkelstein in the form of Exhibits 8.2.6-1 and 8.2.6-2;
(x) Xxxxxxes Agreement in the form of Exhibit 6.8;
(f) Escrow Agreement in the form of Exhibit 2.3;
(g) Certificates of good standing of Buyer from the State of Maryland and Commonwealth of Massachusetts; and
(h) Such other documents as Seller may reasonably request.
Additional Closing Documents of Buyer. Xxxxx has executed and delivered, or is executing and delivering at the Closing copies, certified by an authorized officer of Buyer, of resolutions of its board of directors authorizing the execution and delivery of this Agreement and the other Transaction Documents to be delivered by Xxxxx and the consummation of the transactions contemplated hereby.
Additional Closing Documents of Buyer. Seller shall have received at the Closing the following, with each document dated the Closing Date:
(a) Copies, certified by the Secretary of Buyer, of resolutions of its Board of Directors authorizing the execution, delivery and performance of this Agreement and all other agreements, documents or instruments relating hereto and the consummation of the transactions contemplated hereby;
(b) Instruments executed by Buyer, in form and substance reasonably satisfactory to Seller, pursuant to which Buyer assumes the Assumed Liabilities;
(c) Wire transfer to Seller required to be delivered by Buyer at the Closing pursuant to Section 2.3(a) hereof;
(d) Such other closing documents as Seller may reasonably request.
