Common use of Closing Deliverables Clause in Contracts

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Peak Bio, Inc.), Common Stock Purchase Agreement (HNR Acquisition Corp.), Common Stock Purchase Agreement (Aesther Healthcare Acquisition Corp.)

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Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing a certificate from the Company, dated the Closing Date, in the form of Exhibit B C hereto.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (Sanwire Corp), Registration Rights Agreement, Common Stock Purchase Agreement (American Petro-Hunter Inc)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.21.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated as of the Closing Date, in the form of Exhibit B hereto.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Windtree Therapeutics Inc /De/), Common Stock Purchase Agreement (Mullen Automotive Inc.), Common Stock Purchase Agreement (Aditxt, Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) mutually agreed upon forms of the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed Company to by the Company and be delivered to the Investor prior to on the Execution Date, Commencement Date and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 3 contracts

Samples: Share Purchase Agreement (Moolec Science SA), Share Purchase Agreement (Moolec Science SA), Share Purchase Agreement (Vertical Aerospace Ltd.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel agreed to the Company, dated the Closing Date, in the forms mutually agreed of opinions to by the Company and be delivered to the Investor prior to on the Execution Commencement Date, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 2 contracts

Samples: Company Common Stock Purchase Agreement (MSP Recovery, Inc.), Company Common Stock Purchase Agreement (Lionheart Acquisition Corp. II)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 2 contracts

Samples: Ordinary Share Purchase Agreement (Bitdeer Technologies Group), Ordinary Share Purchase Agreement (Iris Energy LTD)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution DateClosing, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Alpha Healthcare Acquisition Corp Iii), Common Stock Purchase Agreement (LMF Acquisition Opportunities Inc)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (MMTec, Inc.), Common Stock Purchase Agreement (MMTec, Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Datedate of this Agreement, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Mobix Labs, Inc), Common Stock Purchase Agreement (Greenidge Generation Holdings Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the CompanyCompany and the Operating Partnership, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Ashford Hospitality Trust Inc), Common Stock Purchase Agreement (Ashford Hospitality Trust Inc)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and Agreement, the Registration Rights Agreement and Escrow Agreement executed by each of the parties hereto thereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement, the Registration Rights Agreement and the Registration Rights Escrow Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the a Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate Certificate from the Company, dated the Closing Date, in the form of Exhibit B C hereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Soul & Vibe Interactive Inc.), Common Stock Purchase Agreement (Soul & Vibe Interactive Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B C hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Inspire Veterinary Partners, Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to closing certificates from the Company, the Investment Adviser and the Administrator dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Dateof Exhibit B, Exhibit C, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B D hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Eagle Point Income Co Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel agreed to the Company, dated the Closing Date, in the forms mutually agreed of opinions to by the Company and be delivered to the Investor prior to on the Execution Commencement Date, and (b) agreed to the closing certificate from forms of the Company, dated Officer’s Certificate and the Closing Secretary’s Certificate to be delivered to the Investor on the Commencement Date, in the form of Exhibit B hereto.

Appears in 1 contract

Samples: Chef Purchase Agreement (Sonnet BioTherapeutics Holdings, Inc.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, date of this Agreement and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Lucid Diagnostics Inc.)

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Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and Agreement, the Registration Rights Agreement and the Promissory Note executed by each of the parties hereto and thereto, as applicable, shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement, the Registration Rights Agreement and the Registration Rights AgreementPromissory Note, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, date of this Agreement and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B C hereto.. Section 7.2

Appears in 1 contract

Samples: Share Purchase Agreement (Arrival)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) mutually agreed upon forms of the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed Company to by the Company and be delivered to the Investor prior to on the Execution Date, Commencement Date and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.. ​

Appears in 1 contract

Samples: Share Purchase Agreement (Vertical Aerospace Ltd.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions an opinion of outside counsel to the Company, dated the Closing Date, in the forms form mutually agreed to by the Company and the Investor parties hereto prior to the Execution Date, date hereof and (b) the closing a certificate from the Company, dated the Closing Date, in the form of Exhibit B C hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Santo Mining Corp.)

Closing Deliverables. At Prior to the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be have been delivered as provided in Section 2.2. Simultaneously with On the execution and delivery of this Agreement and the Registration Rights AgreementClosing Date, the Investor’s counsel Investor shall have received (a) the opinions of opinion from outside counsel to the Company, dated the Closing Date, in the forms form mutually agreed to by the Company and the Investor prior to the Execution Date, Closing Date and (b) the closing certificate from the Company, dated the Closing Date, in the form of attached as Exhibit B heretohereto (the “Closing Certificate”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Inflection Point Acquisition Corp.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel agreed to the Company, dated the Closing Date, in the forms mutually agreed of opinions to by the Company and be delivered to the Investor prior to on the Execution Commencement Date, and (b) agreed to the closing certificate from forms of the CompanyOfficer’s Certificate and the Secretary’s Certificate, dated to be delivered to the Closing Investor on the Commencement Date, in the form of Exhibit B hereto.

Appears in 1 contract

Samples: Chef Purchase Agreement (Better Therapeutics, Inc.)

Closing Deliverables. At Prior to the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be have been delivered as provided in Section 2.2. Simultaneously with On the execution and delivery of this Agreement and the Registration Rights AgreementClosing Date, the Investor’s counsel Investor shall have received (a) the opinions of from outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Delwinds Insurance Acquisition Corp.)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by closing certificate from the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the CompanyOperating Partnership, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Ashford Hospitality Trust Inc)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, Closing Date and (b) the closing certificate from the Company, dated the Closing Date, in the form of Exhibit B hereto.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Proptech Investment Corp. Ii)

Closing Deliverables. At the Closing, counterpart signature pages of this Agreement and the Registration Rights Agreement executed by each of the parties hereto shall be delivered as provided in Section 2.2. Simultaneously with the execution 2.2 and delivery of this Agreement and the Registration Rights Agreement, the Investor’s counsel shall have received (a) the opinions of outside counsel to the Company, dated the Closing Date, in the forms mutually agreed to by the Company and the Investor prior to the Execution Date, and (b) the closing certificate from the Company, dated as of the Closing Date, in the form of Exhibit B heretohereto shall be delivered to the Investor’s counsel.

Appears in 1 contract

Samples: Ordinary Shares Purchase Agreement (Sono Group N.V.)

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