Common use of Delivery of Documents at Closing Clause in Contracts

Delivery of Documents at Closing. At the Closing: (a) the Seller will deliver to the Purchaser: (i) a bxxx of sale, in a form agreed to by the Parties, executed by the Seller; (ii) an assignment and assumption agreement, in a form agreed to by the Parties (the “Assignment and Assumption Agreement”), executed by the Seller; (iii) a non-compete agreement, in a form agreed to by the Parties (the “Non-Compete Agreement”), executed by Txxx Xxxxxx (“Lxxxxx”); (iv) a lock-up/leak-out agreement, in a form agreed to by the Parties (a “Lock-up/Leak-Out Agreement”), executed by HWL, Family Dog, and each equity owner of Family Dog who will receive 12,000 or more Rick’s Shares (each, a “Shareholder”); (v) either: (1) an executed assignment of the Existing Lease (defined in Section 5.16) consistent with Section 9.16, with the consent of the owner and lessor of the Premises, in a form agreed to by the Parties; or (2) in the event of a New Lease (defined in Section 9.16), an agreement terminating the Existing Lease, in a form agreed to by the Parties, executed by the Seller and owner and lessor of the Premises; (vi) a security agreement, in a form agreed to by the Parties (the “Security Agreement”), executed by HWL and Family Dog; and (vii) the various certificates, instruments, and documents (and will take the required actions) referred to in Article IX; and (b) the Purchaser will deliver to the Seller: (i) the Assignment and Assumption Agreement executed by Purchaser; (ii) the Non-Compete Agreement executed by Rick’s; (iii) the Lock-up/Leak-Out Agreement executed by Rick’s; (iv) the Purchase Price in accordance with Article III, including the Club Notes and issuance and delivery of the Rick’s Shares; (v) the executed Guaranty Agreement of Rick’s of the Club Notes (the “Rick’s Guaranty”); (vi) the Security Agreement executed by the Purchaser; and (vii) the various certificates, instruments, and documents (and will take the required actions) referred to in Article VIII.

Delivery of Documents at Closing. At the Closing: (a) the Seller will deliver to the Purchaser: (i) a bxxx of sale, in a form agreed to by the Parties, executed by the Seller; (ii) an assignment and assumption agreement, in a form agreed to by the Parties (the “Assignment and Assumption Agreement”), executed by the Seller; (iii) a non-compete agreement, in a form agreed to by the Parties (the “Non-Compete Agreement”), executed by Txxx Xxxxxx (“Lxxxxx”); (iv) a lock-up/leak-out agreement, in a form agreed to by the Parties (a “Lock-up/Leak-Out Agreement”), executed by HWL, Family Dog, and each equity owner of Family Dog who will receive 12,000 or more Rick’s Shares (each, a “Shareholder”); (v) either: (1) an executed assignment of agreement terminating the Existing Lease (defined in Section 5.16) consistent with Section 9.16, with the consent of the owner and lessor of the Premises, in a form agreed to by the Parties; or (2) in the event of a New Lease (defined in Section 9.16), an agreement terminating the Existing Lease, in a form agreed to by the Parties, executed by the Seller and owner and lessor of the PremisesPremises (for clarity, such landlord is a real estate seller selling real property to RCI Holdings, Inc., as described in Section 4.3(b)); (vi) a security agreement, in a form agreed to by the Parties (the “Security Agreement”), executed by HWL and Family Dog; and (vii) the various certificates, instruments, and documents (and will take the required actions) referred to in Article IX; and (b) the Purchaser will deliver to the Seller: (i) the Assignment and Assumption Agreement executed by Purchaser; (ii) the Non-Compete Agreement executed by Rick’s; (iii) the Lock-up/Leak-Out Agreement executed by Rick’s; (iv) the Purchase Price in accordance with Article III, including the Club Notes and issuance and delivery of the Rick’s Shares; (v) the executed Guaranty Agreement of Rick’s of the Club Notes (the “Rick’s Guaranty”); (vi) the Security Agreement executed by the Purchaser; and (vii) the various certificates, instruments, and documents (and will take the required actions) referred to in Article VIII.

Delivery of Documents at Closing. At the Closing: (a) the Seller will deliver to the Purchaser: (i) a bxxx stock certificates evidencing the Target Shares of salethe Target Corporation, duly endorsed to the Purchaser or accompanied by duly executed stock powers in a form agreed and substance satisfactory to by the Parties, executed by the SellerPurchaser; (ii) an assignment and assumption agreement, in a form agreed to by the Parties (the “Assignment and Assumption Agreement”), executed by the Seller; (iii) a non-compete agreement, in a form agreed to by the Parties (the “Non-Compete Agreement”), executed by Txxx Xxxxxx (“Lxxxxx”); (iviii) a lock-up/leak-out agreement, in a form agreed to by the Parties (a “Lock-up/Leak-Out Agreement”), executed by HWL, Family Dog, and each equity owner of Family Dog who will receive 12,000 or more Rick’s Shares (each, a “Shareholder”); (v) either: (1iv) an executed assignment of agreement terminating the Existing Lease (defined in Section 5.16) consistent with Section 9.16, with the consent of the owner and lessor of the Premises, in a form agreed to by the Parties; or (2) in the event of a New Lease (defined in Section 9.16), an agreement terminating the Existing Lease, in a form agreed to by the Parties, executed by the Seller and owner and lessor of the PremisesPremises (for clarity, such landlord is a real estate seller selling real property to RCI Holdings, Inc., as described in Section 4.3(b)); (viv) a security agreement, in a form agreed to by the Parties (the “Security Agreement”), executed by HWL and Family Dogthe Seller Group; (vi) a stock pledge agreement, in a form agreed by the Parties (the “Stock Pledge Agreement”), executed by the Seller Group; and (vii) the various certificates, instruments, and documents (and will take the required actions) referred to in Article IX; and (b) the Purchaser will deliver to the Seller: (i) the Assignment and Assumption Agreement executed by Purchaser; (ii) the Non-Compete Agreement executed by Rick’s; (iiiii) the Lock-up/Leak-Out Agreement executed by Rick’s; (iviii) the Purchase Price in accordance with Article III, including the Club Notes and issuance and delivery of the Rick’s Shares; (v) the executed Guaranty Agreement of Rick’s a guaranty of the Club Notes Notes, in a form agreed to by the Parties (the “Rick’s GuarantyGuaranty Agreement”), executed of Rick’s; (vi) the Security Agreement executed by the Operating Corporation; (vii) the Stock Pledge Agreement executed by the Purchaser; and (viiviii) the various certificates, instruments, and documents (and will take the required actions) referred to in Article VIII.