Common use of Document Deliveries at Closing Clause in Contracts

Document Deliveries at Closing. At the Closing, the Parent and Acquisition Corp. shall execute and/or deliver to the Company the following documents: (i) An Officers’ Certificate to the Company, duly executed by their respective Chief Executive Officers and Chief Financial Officers and dated as of the Closing Date, stating that the conditions to Closing set forth in Section 6.03 above have been satisfied; (ii) Certified copies of (i) the resolutions duly adopted by each of Acquisition Corp.‘s and Parent’s boards of directors authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by Acquisition Corp.‘s shareholders approving this Agreement and the Transactions and (iii) the charter and bylaws of each of Parent and Acquisition Corp. as then in effect immediately prior to the Effective Time; (iii) Certificates, dated the Closing Date, duly executed by the respective Secretaries of the Parent and the Acquisition Corp. certifying as to the incumbency, authority and specimen signature of each officer of the Parent and Acquisition Corp., as the case may be, executing this Agreement or any other document or instrument contemplated hereby; (iv) A certificate of the valid existence, good standing and franchise tax status as a domestic corporation or business organization of the Parent and Acquisition Corp. in their respective states of organization or formation as of a date no more than five (5) days prior to the Closing Date; and (v) Evidence in form and substance reasonably satisfactory to Company that all of the consents, approvals, permits, authorizations, notifications and filings contemplated in Section 6.01(c) and Section 6.03(c) hereof shall have been obtained or made.

Document Deliveries at Closing. At the Closing, the Parent and Acquisition Corp. Company shall execute and/or deliver to the Company Parent and Acquisition Corp. the following documents: (i) An Officers’ Certificate to the CompanyCertificate, duly executed by their respective the Company’s Chief Executive Officers Officer and Chief Financial Officers Officer and dated as of the Closing Date, stating that the conditions to Closing set forth in Section 6.03 6.01 and Section 6.02 above have been satisfied; (ii) Certified copies of (i) the resolutions duly adopted by each of Acquisition Corp.‘s and Parent’s boards of directors the Company Board authorizing the execution, delivery and performance of this Agreement and the Transactions, (ii) the resolutions duly adopted by Acquisition Corp.‘s the Company’s shareholders approving adopting this Agreement and the Transactions and (iii) the charter Certificate of Incorporation and bylaws the Bylaws of each of Parent and Acquisition Corp. the Company as then in effect immediately prior to the Effective Time; (iii) CertificatesA certificate, dated the Closing Date, duly executed by the respective Secretaries Secretary of the Parent and the Acquisition Corp. Company certifying as to the incumbency, authority and specimen signature of each officer of the Parent and Acquisition Corp., as the case may be, Company executing this Agreement or any other document or instrument contemplated hereby; (iv) A certificate of the valid existence, good standing and franchise tax status as a domestic corporation or business organization of the Parent Company and Acquisition Corp. each of its Subsidiaries in their respective states of organization or formation as of a date no more than five (5) days prior to the Closing Date; (v) Evidence of the filing of the Certificate of Merger with the Secretary of State of the State of Delaware; and (vvi) Evidence in form and substance reasonably satisfactory to Company Parent that all of the consents, approvals, permits, authorizations, notifications and filings contemplated in Section 6.01(c) and Section 6.03(c6.02(c) hereof shall have been obtained or made.