Closing Documents and Proceedings. All documents relating to the --------------------------------- authorization and completion of the transaction contemplated by this Agreement and all actions and proceedings taken at or prior to the Time of Closing in connection with the performance by the Vendor of its obligations under this Agreement shall be satisfactory to the Purchaser and to the Purchaser's Counsel, acting reasonably, and the Purchaser shall have received copies of all such documents and evidence that all such actions and proceedings have been taken as it may reasonably request, in form and substance reasonably satisfactory to the Purchaser and the Purchaser's Counsel.
Closing Documents and Proceedings. All documentation relating to the purchase and sale of the Purchased Assets and all documentation relating to the due authorization of the performance by the Purchaser of its obligations under this Agreement shall have been approved by the Vendor and its counsel, acting reasonably, and the Vendor shall have received copies of all such documentation or other evidence as it may reasonably request.
Closing Documents and Proceedings. All documents relating to the authorization and completion of the transaction contemplated by this Agreement and all actions and proceedings to be taken at or prior to the Time of Closing in connection with the performance by Xxxxxx and Nami of their respective obligations under this Agreement shall be satisfactory to the respective parties' Counsel and the parties shall have received copies of all such documents and evidence that all such actions and proceedings have been taken as they may reasonably request, in form and substance satisfactory to such parties and their Counsel. 7.03
Closing Documents and Proceedings. All documents of the Vendors and the Corporation required for the due authorization and completion of the purchase and sale of the Purchased Shares and Shareholder Loans contemplated hereby, and all material actions and proceedings taken on or prior to the Closing Date by the Vendors in connection with the performance by the Vendors of their obligations under this Agreement, shall be satisfactory to the Purchaser and its counsel, acting reasonably, and the Purchaser shall have received copies of all such documents or other evidence as it may reasonably request.
Closing Documents and Proceedings. All documents relating to the authorization and completion of the transactions contemplated by this Agreement and all actions and proceedings taken at or prior to the Time of Closing in connection with the performance by Pubco of its obligations under this Agreement shall be satisfactory to Privco, and the Vendors and to Privco's counsel, and Privco and the Vendors shall have received copies of all such documents in evidence that all such actions and proceedings have been taken as they may reasonably request, in form and substance satisfactory to Privco the Vendors and Privco's counsel.
Closing Documents and Proceedings. The Vendor will have received the Closing Documents required to be delivered by the Purchaser in form and substance satisfactory to it, acting reasonably; and
Closing Documents and Proceedings. All documentation relating to the due authorization and completion of the transactions contemplated hereby and all actions and proceedings taken on or prior to the Closing in connection with the performance by the Vendor of its obligations under this Agreement requested by the Purchaser, shall have been delivered by the Vendor to the Purchaser together with copies of all such documentation or other evidence as the Purchaser may reasonably have requested in order to establish that the consummation of the transactions contemplated hereby and the taking of all corporate proceedings in connection therewith are in compliance with the provisions of this Agreement,, all in form and substance reasonably satisfactory to the Purchaser or the Purchaser's Counsel.
Closing Documents and Proceedings. All documents relating to the authorization and completion of the transactions contemplated by this Agreement to be executed and delivered (including without limitation those listed in Section 7.2), and all actions and proceedings to be taken, at or prior to the Time of Closing in connection with the performance by each of the Purchasers of its obligations under this Agreement shall be reasonably satisfactory to the Vendor and to the Vendor's Counsel and the Vendor shall have received copies of all such documents and evidence that all such actions and proceedings have been taken as it may reasonably request, in form and substance satisfactory to the Vendor and the Vendor's Counsel, acting reasonably. 4.2.3 Ancillary Agreements Each of the Purchasers, as applicable, shall have executed and delivered to the Vendor and the Purchased Entities, as applicable, the Ancillary Agreements. 4.2.4 No Litigation There shall be no litigation or proceedings pending or threatened against any of the Purchased Entities, any of the parties hereto, or against any of their respective Affiliates, or any of their respective directors or officers, or involving the assets or properties of any of them, for the purpose of enjoining, preventing or restraining or prohibiting the completion of the transactions contemplated by this Agreement.
Closing Documents and Proceedings. All documentation relating to the purchase and sale of the Purchased Assets and the due authorization of the performance by the Vendor of its obligations under this Agreement shall have been approved by the Purchaser and its counsel, acting reasonably, and the Purchaser shall have received copies of all such documentation or other evidence as it may reasonably request, including a letter of authorization in form satisfactory to the Purchaser regarding the transfer to the Purchaser of the telephone and fax numbers used in the operation of the Purchased Business and any other transfer letters which the Purchaser may reasonably request within five Business Days following a request by the Purchaser, but in any event on a basis that is timely enough to effect any transfers contemplated hereby before Closing.
Closing Documents and Proceedings. All documents relating to the authorization and completion of the transaction contemplated by this Agreement and all actions and proceedings taken at or prior to the Time of Closing in connection with the performance by the Purchaser and Vernalis of their respective obligations under this Agreement shall be satisfactory to the Vendors' Representative, on behalf of the Vendors, and to the Vendors' Counsel, acting reasonably, and the Vendors' Representative, on behalf of the Vendors, shall have received copies of all such documents and evidence that all such actions and proceedings have been taken as it may reasonably request, in form and substance satisfactory to the Vendors' Representative, on behalf of the Vendors, and the Vendors' Counsel.
