Common use of Buyer’s Additional Deliveries Clause in Contracts

Buyer’s Additional Deliveries. At Closing, Buyer shall deliver to the Sellers all of the following: (a) Copies of Buyer’s Certificate of Incorporation certified as of a recent date by the Secretary of State of the State of Delaware; (b) Certificate of good standing of Buyer issued as of a recent date by the Secretary of State of the State of Delaware; (c) Certificate of the secretary or an assistant secretary of Buyer, dated the Closing Date, in form and substance reasonably satisfactory to the Sellers, as to (i) no amendments to the Certificate of Incorporation of Buyer since a specified date; (ii) the By-laws of Buyer; (iii) the resolutions of the Board of Directors of Buyer authorizing the execution and performance of this Agreement and the contemplated transactions; and (iv) incumbency and signatures of the officers of Buyer executing this Agreement and any Buyer Ancillary Agreement; (d) the Escrow Agreement duly executed by Buyer; and (e) Evidence, in form and substance satisfactory to the Seller Representative, that all Defined Liabilities have been paid in full;

Buyer’s Additional Deliveries. At Closing, Closing Buyer shall deliver to the Sellers Seller all of the following: (a) Copies a copy of Buyer’s 's Certificate of Incorporation certified as of a recent date by the Secretary of State of the State of Delaware; (b) Certificate a certificate of good standing of Buyer issued as of a recent date by the Secretary of State of the State of Delaware; (c) Certificate a certificate of the secretary or an assistant secretary of Buyer, dated the Closing Date, in form and substance reasonably satisfactory to the SellersSeller, as to (i) no amendments to the Certificate of Incorporation of Buyer since a specified date; (ii) the Byby-laws of Buyer; (iii) the resolutions of the Board of Directors of Buyer authorizing the execution and performance of this Agreement and the transactions contemplated transactionshereby; and (iv) incumbency and signatures of the officers of Buyer executing this Agreement and any Buyer Ancillary Agreement; (d) the Escrow Agreement Instrument of Assumption duly executed by Buyer; and (e) Evidence, in form and substance satisfactory to the Seller Representative, that all Defined Liabilities have been paid in full;Employment Agreements duly executed by Buyer.

Buyer’s Additional Deliveries. At Closing, the Closing Buyer shall deliver to the Sellers all of the following: (a) Copies a copy of Buyer’s Certificate of Incorporation certified as of a recent date by the Secretary of State of the State of Delaware; (b) Certificate a certificate of good standing of Buyer issued as of a recent date by the Secretary of State of the State of Delaware; (c) Certificate a certificate of the secretary or an assistant secretary of Buyer, dated the Closing Date, in form and substance reasonably satisfactory to the SellersCBW, as to (i) no amendments to the Certificate of Incorporation of Buyer since a specified date; (ii) the Byby-laws of Buyer; (iii) the resolutions of the Board of Directors of Buyer authorizing the execution and performance of this Agreement and the transactions contemplated transactionshereby; and (iv) incumbency and signatures of the officers of Buyer executing this Agreement and any Buyer Ancillary Agreement; (d) the Escrow Agreement Instrument of Assumption duly executed by Buyer; and (e) Evidence, in form and substance satisfactory to the Seller Representative, that all Defined Liabilities have been paid in full;Employment Agreements duly executed by Buyer.

Buyer’s Additional Deliveries. At ClosingSubject to fulfillment or waiver of the conditions set forth in Article VII, at Closing Buyer shall deliver to the Sellers Seller all of the following: (a) Copies a copy of Buyer’s the Certificate of Incorporation Formation of Buyer certified as of a recent date by the Secretary of State of the State of Delaware; (b) Certificate a certificate of good standing of Buyer issued as of a recent date by the Secretary of State of the State of Delaware; (c) Certificate a certificate of the secretary or an assistant secretary of Buyer, dated the Closing Date, in form and substance reasonably satisfactory to the SellersSeller, as to (i) no amendments to the Certificate of Incorporation Formation or Operating Agreement of Buyer since a specified date; date and (ii) the By-laws of Buyer; (iii) the resolutions of the Board of Directors of Buyer authorizing the execution execution, delivery and performance of this Agreement and the contemplated transactions; and (iv) incumbency and signatures of the officers of Buyer executing this Agreement and any Buyer Ancillary AgreementAgreements and the transactions contemplated hereby and thereby; (d) the Escrow Agreement duly executed by BuyerBuyer Ancillary Agreements; and (e) Evidencethe certificate of Buyer contemplated by Section 7.3(c), in form and substance satisfactory to the Seller Representative, that all Defined Liabilities have been paid in full;duly executed by an authorized officer of Buyer.