Buyer's Documents. At Closing, Buyer shall deliver or cause to be delivered to Seller:
(i) the certified copies of resolutions authorizing its execution, delivery and performance of this Agreement, including the consummation of the transactions contemplated hereby;
(ii) the certificate described in Section 12.1; and
(iii) such documents and instruments of assumption as may be necessary to assume the Assumed Obligations, and the Purchase Price in accordance with Section 3.1 hereof.
Buyer's Documents. Deliver to Buyer: (a) the original Title Policy, along with such other extended coverage and endorsements, as the Buyer elects to purchase (if the Buyer purchases the same from the Escrow Holder and as soon as practicable after the Closing); (b) the original fully executed Receiver’s Xxxx of Sale executed by Receiver; and (c) the original fully executed counterpart of the Assignment and Assumption of Leases executed by Receiver, if applicable.
Buyer's Documents. Buyer shall deliver or cause to be delivered to Seller:
12.2.2.1 The amounts required to be paid to Seller pursuant to this Agreement;
12.2.2.2 Confirmation of the existence and subsistence of Buyer, and the authority of those executing for Buyer, including, without limitation, the following documents issued no earlier than thirty (30) days prior to Closing: (a) good standing certificate in State of Maryland, (b) Buyer's Amendment and Restatement of Declaration of Trust filed on August 27, 1996, as amended, (c) a certificate from any officer of Buyer confirming the incumbency of the signatories and the current force and effect of the resolution authorizing their execution of the documents required under this Agreement.
Buyer's Documents. Deliver to Buyer:
(a) the original Buyer's Title Policy; (b) a conformed copy of the Deed; (c) two (2) fully executed counterparts of the Leases; (d) the original Certification and Security Agreement;
Buyer's Documents. At Closing, Buyer shall deliver the Purchase Price, subject to the adjustments and prorations set out in this Agreement, and shall execute, acknowledge and deliver, as appropriate, to Seller such documents or instruments as Seller or the Title Company reasonably may request in order to consummate the transaction intended by this Agreement.
Buyer's Documents. Buyer shall execute and/or deliver the following to Seller at Closing:
i. A certificate, duly executed by Buyer and notarized, that the representations of Buyer contained in this Contract remain true, complete and correct in all material respects as of the Closing Date.
ii. The Assignment of Lease (if applicable under Paragraph 4 above).
iii. A settlement statement, duly executed by Buyer, setting forth the amounts paid by or on behalf of and/or credited to each of Buyer and Seller pursuant to this Contract.
iv. Such other customary documents as shall be reasonably required by Seller's counsel.
Buyer's Documents. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following:
14.2.1 Certified resolutions of the Board of Directors of Buyer approving the execution and delivery of this Agreement and authorizing the consummation of the transactions contemplated hereby;
14.2.2 A certificate of Buyer, dated the Closing Date, in the form described in Section 12.1.3;
14.2.3 The Assignment and Assumption Agreement;
Buyer's Documents. At Closing, Buyer shall deliver to Seller an executed original counterpart of an Assignment and Assumption of Lessor's Interest in Leases, assuming the Seller's interest in the Leases;]
Buyer's Documents. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following:
15.2.1 The Purchase Price in accordance with Section 3.3 hereof;
15.2.2 A certificate, dated the Closing Date, by Buyer in the form described in Section 12.1.3 above.
15.2.3 The opinion of Buyer's counsel, dated the Closing Date, to the effect set forth in Section 12.4;
15.2.4 Governmental certificates showing that Buyer is duly incorporated and in good standing in the State of Delaware and qualified and in good standing in the of State Nebraska dated not more than forty-five (45) days before the Closing Date;
15.2.5 An assignment and assumption agreement or agreements reasonably satisfactory in form and substance to counsel to Seller effecting the assumption of the Assumed Liabilities;
15.2.6 Certified resolutions of the Board of Directors of Buyer approving the execution and delivery of this Agreement and each of the other documents and agreements referred to herein and authorizing the consummation of the transactions contemplated hereby and thereby;
Buyer's Documents. The Buyers shall furnish the Sellers with the following documents on the date of delivery:
a. Minutes of a Meeting of the Board of Directors of the Buyers authorising/approving the Memorandum of Agreement and all the other terms of the purchase of the vessel from the Sellers, the Bareboat Charter and the Third priority preferred mortgage over the Vessel to be granted by the Buyers in favour of the Sellers as security for the Sellers' Credit, authorising the issuance of the Power of Attorney empowering a person or persons to sign/execute all necessary documents. Such Minutes to be legalised by a Cyprus Certifying Officer;
b. Original Power of Attorney to Buyers' representatives in relation to the above mentioned transactions, legalized by a Cyprus Certifying Officer;
c. Copy of the Buyers' Articles of Incorporation, certified as true by a Director of the Buyers or the Buyers' lawyer.
d. Certificate of Incumbency issued by the Buyers' Secretary stating the Directors of the Buyers.