Closing Deliveries by Purchaser. At the Closing, Purchaser shall deliver, or cause to be delivered, to Seller: (a) An amount in cash equal to the Estimated Purchase Price, in immediately available funds, to one or more accounts that have been designated by Seller at least two (2) Business Days prior to the Closing Date; (b) Duly executed counterparts of each of the Ancillary Agreements to which Purchaser or any of its Affiliates is a party; (c) The certificate to be delivered pursuant to Section 8.3(c); (d) Evidence of the Purchaser Required Governmental Approvals; and (e) Secretary’s certificates, evidence of corporate existence and good standing, evidence of corporate approvals and other similar documents, and such other customary instruments of transfer or assumption, in each case in form and substance reasonably satisfactory to Seller, as may be reasonably required to give effect to this Agreement and the Ancillary Agreements.
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Regions Financial Corp), Stock Purchase Agreement (Raymond James Financial Inc)
Closing Deliveries by Purchaser. At the Closing, Purchaser shall deliver, or cause to be delivered, to Seller:
(a) An amount in cash equal to the Estimated Purchase Price, in immediately available funds, to one or more accounts that have been designated by Seller at least two (2) Business Days prior to the Closing Date;
(b) Duly executed counterparts of each of the Ancillary Agreements to which Transition Services Agreement, executed by Purchaser or any of its Affiliates is a partyAffiliate(s), as applicable;
(c) The certificate to be delivered pursuant to Section 8.3(c);
(d) Evidence of the Purchaser Required Governmental Approvals; and
(e) Secretary’s certificates, evidence of corporate existence and good standing, evidence of corporate approvals and other similar documents, and such other customary instruments of transfer or assumption, in each case in form and substance reasonably satisfactory to Seller, as may be reasonably required to give effect to this Agreement and the Ancillary AgreementsTransition Services Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (BATS Global Markets, Inc.), Securities Purchase Agreement (KCG Holdings, Inc.)