Common use of Closing Documents to be Delivered by the Purchaser Clause in Contracts

Closing Documents to be Delivered by the Purchaser. At the Closing, the Purchaser will deliver to the Company and the Sellers: (a) the Closing Purchase Price as provided in Section 1.1 hereof; (b) a certificate dated as of the Closing Date and signed by the Purchaser’s secretary (or equivalent) certifying and attaching: (i) copies of resolutions of the Purchaser’s board of directors (or other governing body) authorizing the execution, delivery and performance of this Agreement and the transactions contemplated hereby, and (ii) copies of the Charter and Governing Documents of the Purchaser; (c) a certificate duly executed by the Purchaser attesting that the conditions set forth in Section 6.2(a) and 6.2(b) hereof have been satisfied or indicating with specificity any respects in which those conditions have not been satisfied, in a form reasonably satisfactory to the Sellers; (d) the Assignment of LLC Interests, duly executed by the Purchaser; (e) the Escrow Agreement, duly executed by the Purchaser; and (f) the Flow of Funds Memorandum duly executed by the Purchaser.

Closing Documents to be Delivered by the Purchaser. At the Closing, the Purchaser will deliver to the Company and the Sellers: (a) the Closing Purchase Price as provided in Section 1.1 hereof; (b) a certificate dated as of the Closing Date and signed by the Purchaser’s secretary (or equivalent) certifying and attaching: (i) attaching copies of resolutions of the Purchaser’s board of directors (or other governing body) authorizing the execution, delivery and performance of this Agreement and the transactions contemplated hereby, and (ii) copies of the Charter and Governing Documents of the Purchaser; (c) a certificate duly executed by the Purchaser attesting that the conditions set forth in Section 6.2(a) and 6.2(b) hereof have been satisfied or indicating with specificity any respects in which those conditions have not been satisfied, in a form reasonably satisfactory to the Sellers; (d) the Assignment of LLC Interests, duly executed by the Purchaser; (e) the Escrow Agreement, duly executed by the Purchaser; and (f) the Flow of Funds Memorandum duly executed by the Purchaser.

Closing Documents to be Delivered by the Purchaser. At the Closing, the Purchaser will deliver or cause to be delivered to the Company and the SellersSeller or the third parties referenced in this Agreement, as applicable: (a) the payments due at Closing Purchase Price as provided in Section 1.1 hereof1.1; (b) a certificate dated as of the Closing Date and signed by the Purchaser’s secretary Secretary (or equivalent) certifying and attaching: (i) copies of resolutions of the Purchaser’s board of directors (or other governing body) authorizing the execution, delivery and performance of this Agreement and the transactions contemplated hereby, and (ii) copies of the Charter and Governing Documents of the Purchaser; (c) a certificate duly executed by the Purchaser attesting that the conditions set forth in Section 6.2(a) and 6.2(b) hereof have been satisfied or indicating with specificity any respects in which those conditions have not been satisfied, in a form reasonably satisfactory to the Sellers; (d) the Assignment of LLC InterestsRestrictive Covenants Agreements with the Restricted Seller Owners and the Key Employees set forth below the heading “Additional Key Employees” on Schedule A, duly executed by the Purchaser;; and (e) the Escrow Agreement, duly executed by the Purchaser; and (f) the Flow of Funds Memorandum duly executed by the Purchaser.

Closing Documents to be Delivered by the Purchaser. At the Closing, the Purchaser will deliver to the Company and the Sellers: (a) The Seller Closing Proceeds to the Closing Purchase Price Sellers as provided in Section 1.1 hereofhereof and evidence that all other payments contemplated in the Flow of Funds Memorandum have been made; (b) a certificate dated as of the Closing Date and signed by the Purchaser’s secretary (or equivalent) certifying and attaching: (i) attaching copies of resolutions of the Purchaser’s board of directors managers (or other governing body) authorizing the execution, delivery and performance of this Agreement and the transactions contemplated hereby, Contemplated Transactions; Information marked “[***]” has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it (i) is not material and (ii) copies is the type of information the Charter and Governing Documents of the Purchaser;registrant treats as private or confidential. (c) a certificate duly executed by the Purchaser attesting that the conditions set forth in Section Sections 6.2(a) and 6.2(b) hereof have been satisfied or indicating with specificity any respects in which those conditions have not been satisfied, in a form reasonably satisfactory to the Sellers; (d) the Assignment of LLC Interests, duly executed by the Purchaser; (e) the Escrow Agreement, duly executed by the PurchaserPurchaser and the Escrow Agent; and (f) the Flow of Funds Memorandum duly executed by the Purchaser.