Delivery of Documents and Related Transactions Sample Clauses

Delivery of Documents and Related Transactions. (a) At the Closing, the following documents (the "Closing Documents"), together with the cash portion of the Purchase Price, shall be delivered as follows:
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Delivery of Documents and Related Transactions. (a) At the Closing, the following documents (the "Closing Documents") shall be delivered as follows: (i) Parent shall deliver to Partnership the following executed documents (the "Parent's Documents"): (A) a bill of sale, assignment anx xxsumption agreement for the Assets substantially in the form of Exhibit C attached hereto (the "Bill of Sale"), evidencing xxx contribution to Partnership of all of Parent's right, title and interest in and to said Assets, free and clear of all encumbrances except as set forth on Schedule I, pursuant to which Partnership will accept such Assets and assume the Assumed Liabilities; (B) to the extent that the Businesses are conducted on premises leased by Parent from a third party (or third parties), the following: (1) a sublease or subleases between Parent, as sublessor, and Partnership, as sublessee, of such premises, in the form of Exhibit D attached hereto (the "Sublease(s)"); and (2) the written consent of each landlord to the Sublease(s), if required; (C) to the extent that the Businesses are conducted on premises owned by Parent, a deed conveying Parent's interest in and to the underlying land, together with structure(s), building(s) and other improvements at the premises described on Schedule III attached hereto (the "Deed"); (D) the Franchise Documents; and (E) other related documents that Partnership may have reasonably requested on or prior to the Closing Date. (ii) Partnership shall deliver to Parent the following executed documents (the "Partnership's Documents"): (A) the Note; (B) the Bill of Sale; (X) to the extent that the Businesses are conducted on premises leased by Parent from a third party (or third parties), the Sublease(s); (D) the Second Mortgages and other security documents referred to in Section 3 of this Agreement; (E) the Franchise Documents; and (F) other related documents that Parent may have reasonably requested on or prior to the Closing Date. (b) Further Assurances and Cooperation Post-Closing. Parent and Partnership, from time to time after the Closing (but without obligation separate from the obligations expressly provided by this Agreement), hereby agree to execute, acknowledge and deliver to each other such instruments of conveyance and transfer, and will take such other actions and execute and deliver such other documents, certifications and further assurances, as either party may reasonably request with respect to the assignment, transfer and delivery of the Assets and the assumption of...

Related to Delivery of Documents and Related Transactions

  • Delivery of Documents and Notices Any document relating to participation in the Plan or any notice required or permitted hereunder shall be given in writing and shall be deemed effectively given (except to the extent that this Agreement provides for effectiveness only upon actual receipt of such notice) upon personal delivery, electronic delivery at the e-mail address, if any, provided for the Participant by a Participating Company, or upon deposit in the U.S. Post Office or foreign postal service, by registered or certified mail, or with a nationally recognized overnight courier service, with postage and fees prepaid, addressed to the other party at the address of such party set forth in the Grant Notice or at such other address as such party may designate in writing from time to time to the other party.

  • Delivery of Documents The Adviser has furnished the Sub-Adviser with copies of each of the following documents:

  • DELIVERY OF DOCUMENTS TO THE SUB-ADVISER The Investment Manager has furnished the Sub-Adviser with true, correct and complete copies of each of the following documents:

  • Delivery of Documents to the Manager The Subadviser has furnished the Manager with copies of each of the following documents:

  • DELIVERY OF DOCUMENTS TO THE ADVISER The Sub-Adviser has furnished, and in the future will furnish, the Adviser with true, correct and complete copies of each of the following documents:

  • Closing and Delivery of Documents At the Closing, the following shall occur as a single integrated transaction:

  • Delivery of Documents to the Investment Manager The Sub-Adviser has furnished the Investment Manager with true, correct and complete copies of each of the following documents:

  • Delivery of Documentation Instruction letters and stock powers representing all of the Shares to be sold by such Selling Stockholders hereunder will be delivered to the Company’s transfer agent (along with any other necessary documentation, as required by such transfer agent, in each case) prior to the Closing Date which ensures that such Shares are able to be transferred to the Underwriter pursuant to Section 2 hereof on the Closing Date.

  • THE TRUST; DELIVERY OF DOCUMENTS The Trust is engaged in the business of investing and reinvesting its assets in securities of the type and in accordance with the limitations specified in its Declaration of Trust, as amended or supplemented from time to time, By-Laws (if any) and Registration Statement filed with the Securities and Exchange Commission (the "Commission") under the 1940 Act and the Securities Act of 1933 (the "Securities Act"), including any representations made in the prospectus and statement of additional information relating to the Funds contained therein and as may be supplemented from time to time, all in such manner and to such extent as may from time to time be authorized by the Trust's Board of Trustees (the "Board"). The Board is authorized to issue any unissued shares in any number of additional classes or series. The Trust has delivered copies of the documents listed in this Section to the Sub-Adviser and will from time to time furnish the Sub-Adviser with any amendments thereof.

  • Delivery of Documents; Delivery Dates (a) The Trustee is hereby directed (i) to execute and deliver the Intercreditor Agreement, the Escrow Agreement and the NPA on or prior to the Issuance Date, each in the form delivered to the Trustee by the Company, and (ii) subject to the respective terms thereof, to perform its obligations thereunder. Upon request of the Company and the satisfaction or waiver of the closing conditions specified in the Underwriting Agreement, the Trustee shall execute, deliver, authenticate, issue and sell Applicable Certificates in authorized denominations equaling in the aggregate the amount set forth, with respect to the Applicable Trust, in Schedule I to the Underwriting Agreement evidencing the entire ownership interest in the Applicable Trust, which amount equals the maximum aggregate principal amount of Equipment Notes which may be purchased by the Trustee pursuant to the NPA. Except as provided in Sections 3.03, 3.04, 3.05 and 3.06 of the Basic Agreement, the Trustee shall not execute, authenticate or deliver Applicable Certificates in excess of the aggregate amount specified in this paragraph. The provisions of this Section 5.01(a) supersede and replace the first sentence of Section 3.02(a) of the Basic Agreement, with respect to the Applicable Trust.

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