Buyer Deliveries Sample Clauses

Buyer Deliveries. At the Closing, Buyer shall deliver to Seller or one or more of its Affiliates (as directed by Seller) (i) the Purchase Price as provided in Section 1.2 hereof, (ii) the documents described in Section 5.2 hereof and (iii) such other documents and instruments as counsel for Buyer and Seller mutually agree to be reasonably necessary to consummate the transactions described herein.

Buyer Deliveries. At the Closing the Buyer shall deliver to the Company the Purchase Price.

Buyer Deliveries. (a) [Reserved] (b) The Buyer shall deliver the following documents at the Closing: (i) the Cash Consideration Amount in accordance with Section 2.2 and all other amounts due to the Sellers hereunder; (ii) a duly executed and sworn Officer’s Certificate from the Buyer certifying that the Buyer has taken all necessary action to authorize the execution of all documents being delivered hereunder and the consummation of all of the transactions contemplated hereby and that such authorization has not been revoked, modified or amended; (iii) an executed Incumbency Certificate from the Buyer certifying the authority of the officers or authorized signatories of the Buyer (or the general partner of the Buyer, where appropriate) to execute this Agreement and the other documents delivered by the Buyer to the Sellers at the Closing; (iv) with respect to each Property: (A) an assignment and assumption of landlord’s interest in the Leases (an “Assignment of Leases”), duly executed by the Buyer, in substantially the form of Exhibit D attached hereto; (B) an assignment and assumption of the Assumed Contracts (an “Assignment of Contracts”), duly executed by the Buyer, in substantially the form of Exhibit E hereto; (C) a notice letter to each Tenant (the “Tenant Notices”), duly executed by the Buyer, in the form of Exhibit F attached hereto; (D) an association assignment and assumption agreement with respect to any Owners’ Association, as applicable, in a form reasonably acceptable to Sellers and Buyer (“Association Assignment”); (E) a notice letter to each lessor under a Ground Lease, duly executed by the Buyer, in the form of Exhibit G attached hereto (“Ground Lessor Notices”); and (F) for each Ground Leased Property, an assignment and assumption of lessee’s interest in the respective Ground Lease (an “Assignment of Ground Leases”), duly executed by the Buyer, in substantially the form of Exhibit H hereto; (v) a closing statement in respect of the Transferred Assets to be purchased and sold at the Closing, prepared and approved by the Sellers and the Buyer, consistent with the terms of this Agreement and duly executed by the Buyer (the “Closing Statement”); (vi) such other customary assignments, instruments of transfer, and other documents as the Sellers may reasonably require in order to complete the transactions contemplated hereunder; (vii) a closing certificate in the form of Exhibit I attached hereto; (viii) all transfer Tax returns, to the extent required by law and t...

Buyer Deliveries. Without limiting the generality of the foregoing, at the Closing each Buyer shall deliver to the Company such Buyer’s respective portion of the Purchase Price.

Buyer Deliveries. At the Closing, subject to the terms and conditions of this Agreement, Buyer shall have delivered, or caused to be delivered to the Selling Parties (or, if applicable, such specified Selling Party): (a) payment to CECG of the Cash Consideration by wire transfer(s) of immediately available funds to an account designated in writing (including via email) by CECG; (b) delivery to CECG of the Stock Consideration pursuant to Section 2.01; (c) payment to CECG of the Warrant Consideration, evidenced by the executed Warrants; (d) a certificate duly executed by the Secretary or an Assistant Secretary of Buyer, dated the Closing Date, in form and substance reasonably satisfactory to the Selling Parties, attesting to (i) the Organizational Documents of Buyer, (ii) the resolutions of the Board of Directors of Buyer authorizing the execution and delivery of the Basic Documents to which Buyer is a party and the consummation of the transactions contemplated hereby and authorizing the issuance of the Buyer Common Stock and the Warrants to be issued at the Closing, and certifying that such resolutions were duly adopted and have not been rescinded or amended as of the Closing Date, and (iii) the incumbency and signature of each officer of Buyer who has executed any of the Basic Documents or any other document or instrument delivered in connection herewith; (e) a certificate dated as of a recent date of the Secretary of State of the State of Delaware with respect to the valid existence and good standing in the State of Delaware of Buyer; (f) a counterpart, duly executed by Buyer, White Deer Energy L.P., White Deer Energy TE L.P. and White Deer Energy FI L.P. of the Registration Rights Agreement; and (g) a receipt, dated as of the Closing Date, executed by the Buyer and delivered to the Selling Parties certifying that Buyer has received the Subject Interests sold to Buyer.

Buyer Deliveries. At the Closing, Buyer shall deliver to the Company the Purchase Price and, if applicable, any counterpart signature pages to this Agreement executed by any Permitted Assignees pursuant to Section 5.1 hereof.

Buyer Deliveries. Buyer shall deliver to Seller the following: (a) A duly executed and acknowledged Assignment and Assumption Agreement; (b) Appropriate documentation to evidence the assignment and assumption of the Bond Documents as may be reasonably required in order to effectuate the release, assignment and assumption transactions respecting the Bond Documents as contemplated in this Agreement; (c) A certificate of Buyer ("BUYER CLOSING CERTIFICATE") updating the representations and warranties contained in paragraph 7B hereto to the Closing Date and noting any changes thereto; (d) Evidence reasonably satisfactory to Seller and Escrow Holder respecting the due organization of Buyer and the due authorization and execution of this Agreement and the documents required to be delivered hereunder; and (e) Such additional documents as may be reasonably required by Seller and Title Company in or to consummate the transactions hereunder (provided the same do not materially increase the costs to, or liability or obligations of, Buyer in a manner not otherwise provided for herein).

Buyer Deliveries. On or prior to the Closing Date, Buyer shall, or if applicable shall cause Buyer’s operator assignee to, deliver to Escrow Holder the following:

Buyer Deliveries. On the Closing Date, Buyer will deliver the following to the Escrow Agent, in form and substance reasonably acceptable to Seller, all duly executed by Buyer, where appropriate, each of which will be a condition precedent to Seller’s obligation to close the transaction contemplated by this Agreement: (i) Executed counterparts of the real estate transfer declarations described above, if applicable; (ii) Two original counterparts of the Assignment Agreement; (iii) Buyer’s counterpart of the Prorate Statement; (iv) Evidence of Buyer’s existence and authority to perform its obligations under this Agreement, in form and substance reasonably satisfactory to the Title Company; (v) The Purchase Price, less the E▇▇▇▇▇▇ Money, and plus or minus prorations and adjustments as provided herein; and (vi) Such other documents, instruments, or agreements as may be reasonably requested by the Title Company or the Escrow Agent in order to issue the Title Policy and to otherwise consummate the Closing.