Deliveries by the Vendor at Closing Sample Clauses

Deliveries by the Vendor at Closing. At the Time of Closing the Vendor shall deliver, or cause to be delivered, the following to the Purchaser: (a) a certified copy of the Approval and Vesting Order; (b) the General Conveyance, fully executed by Vendor; (c) the Confirmatory Assignment of Patents, fully executed by Vendor; (d) the Confirmatory Assignment of Trademarks, fully executed by Vendor; and (e) such further and other documentation as is referred to in this Agreement or as the Purchaser may reasonably require to give effect to this Agreement.

Deliveries by the Vendor at Closing. At Closing, the Vendor shall deliver to the Purchaser: (a) the certificates representing the Shares duly endorsed for transfer by the Vendor, new share certificates issued in the name of the Purchaser in respect of the Shares and the Note endorsed to the Purchaser; (b) the minute book, corporate seal and all corporate records of the Corporation; (c) certificate of an officer or director of the Vendor in the form of Schedule B; (d) resignations of all directors and officers of the Corporation; (e) a letter from Xxxxxx Xxxxxx confirming that the Purchaser can rely on the Title Opinion in connection with its purchase of the Shares and the Note pursuant hereto as if it was addressed to the Purchaser; and (f) written evidence establishing that the outstanding amount of the Bank Debt is nil.

Deliveries by the Vendor at Closing. At Closing, the Vendor, shall deliver, or cause to be delivered to the Purchaser: (a) a certificate of the appropriate Governmental Authorities, dated on or about the Closing Date, evidencing the existence of the Vendor and its good standing with respect to the filing of annual reports in the jurisdictions in which it is incorporated; (b) certified copy of directors’ resolutions of the Vendor approving this Agreement and the transactions contemplated hereby; (c) certified copy of the shareholders’ resolution of the Vendor approving this Agreement and the transactions contemplated hereby; (d) a certificate of incumbency of the Vendor; (e) all Required Approvals, in form and substance acceptable to the Parties, acting reasonably; (f) evidence of discharge of all Encumbrances which are not Permitted Encumbrances; (g) one or more executed general conveyances providing for the sale, assignment, transfer and conveyance of the Purchased Assets and assumption of the Assumed Liabilities, in substantially the form settled by the Parties concurrently with the execution of this Agreement; (h) an executed general assignment providing for the sale, assignment, transfer and conveyance of the Assumed Contracts, in the form settled by the Parties concurrently with the execution of this Agreement; (i) the Books and Records; (j) transfer(s) of the Real Property by the Vendor to the Purchaser in registerable form; (k) an irrevocable direction to the Vendor’s Counsel to forthwith use the Security Amount to vacate the Agrirecycle Liens by payment of the Security Amount into court together with an undertaking by the Vendor’s Counsel to provide evidence, within seven (7) days of Closing, that the Agrirecycle Liens have been vacated from title; and (l) such other documents and instruments as the Purchaser’s Counsel may reasonably require in order to evidence the transfer of the Purchased Assets as provided for herein. Where applicable, all deliveries by the Vendor at Closing shall be in the form settled by the Parties concurrently with the execution of this Agreement and attached hereto where so referenced.