Common use of Documents at Closing Clause in Contracts

Documents at Closing. At the Closing, the following transactions shall occur, all of such transaction being deemed to occur simultaneously: 10.1 Sellers and Acquiree, as the case may be, will deliver, or cause to be delivered, to Buyer the following: a. stock certificates for the Sale Shares, duly endorsed in blank with appropriate signature guarantees. b. all records of Acquiree, including without limitation such books and records, charter documents and Minnesota certificate of good standing, as may reasonably be available to Sellers and requested by Buyer. c. certified copies of resolutions by Seller's and Acquiree's boards of directors or executive committees thereof, thereunto duly authorized, authorizing this transaction. d. a copy of a reasonably current shareholder list of Acquiree certifying the number of shares outstanding. e. current financial statements as of June 30, 1998, in addition to those provided by Exhibit 5.3 of Acquiree showing no assets or debts of any substance not otherwise disclosed, except for such sums as may be owed to Acquiree's transfer agent and certain nominal state taxes. f. such other instruments, documents and certificates, if any, as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement; 10.2 Buyer will deliver or cause to be delivered to Sellers such other instruments and documents as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement.

Documents at Closing. At the Closing, the following transactions shall occur, all of such transaction being deemed to occur simultaneously: 10.1 Sellers 9.1 Principals and AcquireeShareholders, as the case may be, will deliver, or cause to be delivered, to Buyer the following: a. stock certificates for the Sale Shares, duly endorsed in blank blank/black with appropriate signature guarantees. b. all records of Acquiree, including without limitation such books and records, charter documents and Minnesota a certificate of good standing, as may reasonably be available to Sellers Principals and Shareholders and requested by Buyer. c. certified copies of resolutions by Seller's and Acquiree's boards of directors or executive committees thereof, thereunto duly authorized, authorizing this transaction. d. a copy of a reasonably current shareholder list of Acquiree certifying the number of shares outstanding. e. current financial statements as of June 30, 1998statement, in addition to those provided by Exhibit 5.3 4.3 of Acquiree showing no assets or debts of any substance not otherwise disclosed, except for such sums as may be owed owned to Acquiree's Acquirees transfer agent and certain nominal state taxes. f. such other instruments, documents and certificates, if any, as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement; 10.2 9.2 Buyer will deliver or cause to be delivered to Sellers Principals and such other instruments and documents as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement.

Documents at Closing. At the Closing, the following transactions shall occur, all of such transaction being deemed to occur simultaneously: 10.1 Sellers 7.1 Seller and Acquiree, as the case may be, will deliver, or cause to be delivered, to Buyer the following: a. stock certificates for the Sale Shares, duly endorsed in blank with appropriate signature guaranteesguarantee. b. all records of Acquiree, including without limitation such books and records, charter documents and Minnesota Colorado certificate of good standing, as may reasonably be available to Sellers Seller and requested by Buyer. c. certified copies of resolutions by Seller's and Acquiree's boards of directors or executive committees thereof, thereunto duly authorized, authorizing this transaction. d. resignations of the present officers and directors of Acquiree to take effect. e. a copy of a reasonably current shareholder list of Acquiree certifying the number of shares outstanding. e. f. current financial statements as of June 30, 1998statements, in addition to those provided by Exhibit 5.3 2.3 of Acquiree showing no assets or debts of any substance not otherwise disclosed, except for such sums as may be owed to Acquiree's transfer agent and certain nominal state taxes. f. g. such other instruments, documents and certificates, if any, any as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement; 10.2 7.2 Buyer will deliver or cause to be delivered to Sellers Seller a. stock certificates for the Sale Shares; and b. such other instruments and documents as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement. .

Documents at Closing. At the Closing, the following transactions shall occur, all of such transaction transactions being deemed to occur simultaneously: 10.1 8.1 Sellers and Acquiree, as the case may be, will deliver, or cause to be delivered, to Buyer the following: a. stock certificates for the Sale Shares, duly endorsed in blank with appropriate signature guarantees.; b. all records of Acquiree, including including, without limitation limitation, such books and records, charter documents and Minnesota Illinois certificate of good standing, as may reasonably be available to Sellers and requested by Buyer.; c. certified copies copy of resolutions a resolution by Seller's and Acquiree's boards board of directors or executive committees thereof, thereunto duly authorized, authorizing this transaction.; d. resignations of the present officers and directors of Acquiree to take effect; e. a copy of a reasonably current shareholder list of Acquiree certifying the number of shares outstanding.; e. f. current financial statements as of June 30, 19981997, in addition to those previously provided by Exhibit 5.3 of Acquiree showing no assets or debts of any substance not otherwise disclosed, except for such sums as may be owed to Acquiree's transfer agent and certain nominal state taxes.; f. g. such other instruments, documents and certificates, if any, as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement;. 10.2 8.2 Buyer will deliver or cause to be delivered to Sellers Seller such other instruments and documents as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement.

Documents at Closing. At the Closing, the following transactions shall occur, all of such transaction being deemed to occur simultaneously: 10.1 Sellers and Acquiree, as the case may be, will deliver, or cause to be delivered, to Buyer the following: a. stock certificates for the Sale Shares, duly endorsed in blank with appropriate signature guarantees. b. all records of Acquiree, including without limitation such books and records, charter documents and Minnesota New Jersey certificate of good standing, as may reasonably be available to Sellers and requested by Buyer. c. certified copies of resolutions by Seller's and Acquiree's boards of directors or executive committees thereof, thereunto duly authorized, authorizing this transaction. d. a copy of a reasonably current shareholder list of Acquiree certifying the number of shares outstanding. e. current financial statements as of June November 30, 19981996, in addition to those provided by Exhibit 5.3 of Acquiree showing no assets or debts of any substance not otherwise disclosed, except for such sums as may be owed to Acquiree's transfer agent and certain nominal state taxes. f. such other instruments, documents and certificates, if any, as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement; 10.2 Buyer will deliver or cause to be delivered to Sellers such other instruments and documents as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement.

Documents at Closing. At the Closing, the following transactions shall occur, all of such transaction being deemed to occur simultaneously: 10.1 Sellers 7.1 Seller and Acquiree, as the case may be, will deliver, or cause to be delivered, to Buyer the following: a. stock certificates for the Sale Shares, duly endorsed in blank with appropriate signature guarantees. b. all records of Acquiree, including without limitation such books and records, charter documents and Minnesota Colorado certificate of good standing, as may reasonably be available to Sellers Seller and requested by Buyer. c. certified copies of resolutions by Seller's and Acquiree's boards of directors or executive committees thereof, thereunto duly authorized, authorizing this transaction. d. resignations of the present officers and directors of Acquiree to take effect. e. a copy of a reasonably current shareholder list of Acquiree certifying the number of shares outstanding. e. f. current financial statements as of June 30, 1998statements, in addition to those provided by Exhibit 5.3 2.3 of Acquiree showing no assets or debts of any substance not otherwise disclosed, except for such sums as may be owed to Acquiree's transfer agent and certain nominal state taxes. f. g. such other instruments, documents and certificates, if any, as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement; 10.2 7.2 Buyer will deliver or cause to be delivered to Sellers Seller a. stock certificates for the Sale Shares; and b. such other instruments and documents as are required to be delivered pursuant to the provisions of this Agreement or which may be reasonably requested in furtherance of the provisions of this Agreement.