Deliveries to Purchasers. On or prior to the Closing (except as noted), the Company shall deliver or cause to be delivered to each Purchaser the following, each dated as of the Closing Date and in form and substance satisfactory to such Purchaser: (i) this Agreement, duly executed by the Company; (ii) a final Disclosure Schedule, duly executed by the Company; (iii) a Note for such Purchaser duly executed by the Company with an aggregate Initial Principal Amount equal to the amount set forth on Schedule I, registered in the name of such Purchaser; (iv) a Warrant for such Purchaser duly executed by the Company exercisable for such number of Warrant Shares set forth on Schedule I, registered in the name of such Purchaser; (v) the Registration Rights Agreement, duly executed by the Company; (vi) the Security Agreement, duly executed by the Company and its Subsidiaries; (vii) the Guaranty, duly executed by the Company and its Subsidiaries; (viii) the Transfer Agent Instruction Letters, duly executed by the Transfer Agent in addition to the Company; (ix) by no later than October 23, 2020, legal opinions of counsel to the Company (including local counsel as may be requested by such Purchaser) in form and substance acceptable to such Purchaser; an officer’s certificate and compliance certificate from each Company Party, each in form and substance acceptable to such Purchaser; and (x) a closing statement, in form and substance acceptable to such Purchaser, and such other opinions, statements, agreements and other documents as such Purchaser may require.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Innocap Inc), Securities Purchase Agreement (Innocap Inc)
Deliveries to Purchasers. On or prior to the Closing (except as noted), the Company shall deliver or cause to be delivered to each Purchaser the following, each dated as of the Closing Date and in form and substance satisfactory to such Purchaser:
(i) this Agreement, duly executed by the Company;
(ii) a final Disclosure Schedule, duly executed by the Company;
(iii) a Note for such Purchaser duly executed by the Company with an aggregate Initial Principal Amount equal to the amount set forth on Schedule I, registered in the name of such Purchaser;
(iv) a Warrant for such Purchaser duly executed by the Company exercisable for such number of Warrant Shares set forth on Schedule I, registered in the name of such Purchaser;
(v) the Registration Rights Agreement, duly executed by the Company;
(vi) the Security Agreement, duly executed by the Company and its Subsidiaries;; EXECUTION COPY
(vii) the Guaranty, duly executed by the Company and its Subsidiaries;
(viii) the Transfer Agent Instruction Letters, duly executed by the Transfer Agent in addition to the Company;
(ix) by no later than October 23, 2020, legal opinions of counsel to the Company (including local counsel as may be requested by such Purchaser) in form and substance acceptable to such Purchaser; an officer’s certificate and compliance certificate from each Company Party, each in form and substance acceptable to such Purchaser; and
(x) a closing statement, in form and substance acceptable to such Purchaser, and such other opinions, statements, agreements and other documents as such Purchaser may require.
Appears in 1 contract
Samples: Securities Purchase Agreement (Bergio International, Inc.)
Deliveries to Purchasers. On or prior to the Closing (except as noted), the Company shall deliver or cause to be delivered to each Purchaser the following, each dated as of the Closing Date and in form and substance satisfactory to such Purchaser:
(i) this Agreement, duly executed by the Company;
(ii) a final Disclosure Schedule, duly executed by the Company;
(iii) a Note for such Purchaser duly executed by the Company with an aggregate Initial Principal Amount equal to the amount set forth on Schedule I, registered in the name of such Purchaser;
(iv) a Warrant for such Purchaser duly executed by the Company exercisable for such number of Warrant Shares set forth on Schedule I, registered in the name of such Purchaser[reserved];
(v) the Registration Rights Agreement, duly executed by the Company;
(vi) the Security Agreement, duly executed by the Company and its Subsidiaries;
(vii) the Guaranty, duly executed by the Company and its Subsidiaries;
(viii) the Transfer Agent Instruction Letters, duly executed by the Transfer Agent in addition to the Company;
(ix) by no later than October 23, 2020, legal opinions of counsel to the Company (including local counsel as may be requested by such Purchaser) in form and substance acceptable to such Purchaser; an officer’s certificate and compliance certificate from each Company Party, each in form and substance acceptable to such Purchaser[reserved]; and
(x) a closing statement, in form and substance acceptable to such Purchaser, and such other opinions, statements, agreements and other documents as such Purchaser may require.
Appears in 1 contract
Samples: Securities Purchase Agreement (Unique Logistics International Inc)