Closing Date Deliverables Clause Samples

Closing Date Deliverables. On the Closing Date, the Sponsor Holdco shall deliver to Acquiror and the Company a duly executed copy of that certain Amended and Restated Registration Rights Agreement, by and among Acquiror, the Company, the Sponsor Holdco and certain of the Company’s stockholders or their respective affiliates, as applicable, in substantially the form attached as Exhibit C to the Merger Agreement.

Closing Date Deliverables. On the Closing Date, each Stockholder that is requested by the Company to execute the Registration Rights Agreement shall deliver to Acquiror and the Company a duly executed copy of the Registration Rights Agreement, in substantially the form attached as Exhibit C to the Merger Agreement.

Closing Date Deliverables. Each of the Persons set forth on Schedule I will deliver, substantially simultaneously with the Effective Time: (a) a duly-executed copy of the Lock-Up Agreement substantially in the form attached as Exhibit D to the Merger Agreement; and (b) a duly-executed copy of the Amended and Restated Registration Rights Agreement substantially in the form attached as Exhibit F to the Merger Agreement.

Closing Date Deliverables. At or prior to the Closing, Sponsor shall deliver to TopCo and the Company a copy of the Registration Rights Agreement, duly executed by Sponsor.

Closing Date Deliverables. No Lender has any obligation to extend its Loans hereunder unless Administrative Agent shall have received all of the following (or, with respect to clauses (n) through (q), the conditions set forth therein shall have been satisfied), at Administrative Agent’s office referenced on the signature pages hereto, duly executed and delivered and in form, substance and date reasonably satisfactory to the Majority Lenders: (a) (i) This Agreement, (ii) any other documents that Lenders are to execute in connection herewith, and (iii) a Loan Sale Agreement which shall contain, among other things, a resignation by Existing Administrative Agent and an appointment of Wilmington Trust as administrative agent. (b) Each Note. (c) Each Security Document and related assignment documentation listed in the Security Schedule. (d) Certain certificates of each Borrower including: (i) An “Omnibus Certificate” of the Secretary and the President of such Borrower, which shall contain a certification as to the names and specimen signatures of the officers of such Borrower authorized to execute Loan Documents on behalf of such Borrower and which shall certify to the truth, correctness and completeness of the following exhibits attached thereto: (1) a copy of resolutions duly adopted by the Board of Managers of such Borrower and in full force and effect at the time this Agreement is entered into, authorizing the execution of this Agreement and the other Loan Documents delivered or to be delivered in connection herewith and the consummation of the transactions contemplated herein and therein, (2) a copy of the charter documents of such Borrower and all amendments thereto, certified by the appropriate official of such Borrower’s state of organization, (3) a copy of the limited liability company agreement of such Borrower and (4) an incumbency certificate and specimen signature of each officer or authorized person executing any Loan Document or any other document delivered in connection herewith on behalf of such Borrower (together with a certificate of another officer or authorized person as to the incumbency and specimen signature of the officer or authorized person executing the certificate in this clause (i)); and (ii) An officers certificate of the Borrowers, of even date herewith, in which such officers certify (i) to the satisfaction of the conditions set forth in this Section 4.1 as of the date hereof and (ii) that attached thereto are true, correct and complete copies of all docum...

Closing Date Deliverables. Upon the Closing, the Stockholder shall deliver to Acquiror and the Company a duly executed copy of the Company Lock-Up Agreement, by and among Acquiror and the Stockholder.

Closing Date Deliverables. At or prior to the Closing, Sponsor shall deliver to the Company and Pubco a copy of the Amended Registration Rights Agreement duly executed by Sponsor in the form contemplated by the Business Combination Agreement.

Closing Date Deliverables. On the Closing Date, the Sponsor shall deliver to SPAC and the Company a duly executed copy of that certain Registration Rights Agreement, by and among the Company, Holdco, SPAC, the Sponsor, the executive officers and directors of the Sponsor prior to the consummation of the Business Combination and certain former shareholders of the Company, in substantially the form attached as Exhibit C to the Business Combination Agreement.

Closing Date Deliverables. On the Closing Date, OmniLit Sponsor and the OmniLit Holders (as defined below) shall deliver to OmniLit and the Company a duly executed copy of that certain Amended and Restated Registration Rights Agreement, by and among OmniLit, OmniLit Sponsor, the OmniLit Holders (as defined therein) and the Target Holders (as defined therein), in substantially the form attached as Exhibit E to the Merger Agreement.