Documents Delivery Sample Clauses

Documents Delivery. All of the documents to be delivered by Parent or the Buyers to the Seller pursuant to Section 3.2.4 have been delivered and are in full force and effect.
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Documents Delivery. 11.1 Unless otherwise agreed, the Bank shall at its sole discretion decide the method of delivery of documents to the Customer. 11.2 Unless otherwise instructed by the Customer, the Bank shall in its sole discretion exercise the due professional care expected of financial institutions to forward documents, bills of exchange, cheques etc. The cost and risk of delivery shall be borne by the Customer. 11.3 Any written document sent by the Bank to the Customer or the Customer’s representative to the address provided by the Customer shall be deemed to have been duly delivered, served and notified, even if the document could not have been delivered in reality, or the addressee did not come to know about it, after the fourteenth (14th) day starting from the second unsuccessful delivery attempt or if it is not possible to determine the date mentioned above, or a second delivery unsuccessful delivery attempt or if it is not possible to determine the date mentioned above, or a second delivery attempt has not been made, the day when the document was sent back to the sender. 11.4 The Customer will always ensure that on the provided delivery address it continuously has a person entitled to receive postal consignments during the entire period of the banking relationship between the Bank and the Customer. 11.5 The Customer shall promptly inform the Bank if any written notification expected from the Bank has not been received or has not been received in due t ime.
Documents Delivery. The Company shall provide to the Administrative Agent, promptly following their completion, final versions of the final prospectus supplement and free writing prospectus for such Permitted Tangible Equity Units and, promptly following their execution, executed versions of the indenture governing the relevant Permitted TEU Notes (with the terms of such indenture substantially the same as the terms included in the relevant description of the preliminary prospectus supplement relating to such Permitted TEU Notes), the purchase contract governing the relevant Permitted TEU Purchase Contracts (with the terms of such purchase contract substantially the same as the terms included in the relevant description of the preliminary prospectus supplement relating to such Permitted TEU Purchase Contracts) and the confirmations evidencing any Permitted TEU Capped Call Transaction.
Documents Delivery. The loanee agrees that the address on this receipt is the location where the relevant documents are delivered when associating with your bank; if the addresses of loanee is altered, your bank will be informed in written immediately. The both parties agree that the relevant documents should be delivered to the altered address; if your bank is not informed, the relevant documents will be regarded as having been delivered to the loanee with the general mailing period after your bank has delivered the relevant documents to the aftermost listed address of loanee (or the latest address being informed to your bank).
Documents Delivery. There shall not be any Escrow Agreement or Documents Escrow Agreement. On or prior to the Closing Date, the Company shall deliver original executed copies of each Note to Company counsel with a copy to Xxxxx X. Xxxxxxx, P.C. Issuer’s counsel shall (a) hold each such Note in trust on behalf of the Purchasers and the Company, and (b) deliver each such Note to the applicable Purchaser named therein promptly following the Company’s acknowledgment that it has received the Subscription Amount from the Purchaser of such Note. All other Company Closing Documents shall be delivered to Xxxxx X. Xxxxxxx, P.C. on or prior to the Closing Date to hold in trust on behalf of the Purchasers and the Company. A stock certificate or other reasonably acceptable evidence of ownership of the Shares being issued to each Purchaser hereunder shall be delivered to each such Purchaser, in the name of such Purchaser, within five (5) Trading Days following the Closing Date.
Documents Delivery. All notices, documents, reports, statistics and official communications of the Parties subject to this agreement shall be delivered to the receiver by post, fax or telex, email or delivered by hand to the addresses of the parties stipulated in this agreement or other addresses that the parties shall inform each other from time to time.
Documents Delivery. Within two (2) business days after the Target Company obtains its new business license in accordance with Section 3.3(3) of this Agreement (the “Closing Date”), the Sellers shall deliver to the Purchaser all the licenses, stamps, documents, materials, etc. in connection with the Target Company and the Target Real Estate (the documents to be delivered shall be determined in accordance with Schedule III) (the “Documents Delivery”, the date of the Documents Delivery to be referred to as “Documents Delivery Date”).
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Documents Delivery. The Parties shall deliver the documents within 2 Business Days upon signing of this Agreement (“Delivery Date”) at Party B’s office or other places and time as agreed by Party A and Party B. On Delivery Date, Party A and/or the Company shall deliver to Party B the followings :- (a) all valid share certificates in respect of the Sale Shares sealed and issued to Party B by the Company; (b) duly executed and valid bought and sold notes and instruments of transfer in favour of Party B and/or its nominee and all duly executed and valid documents incidental thereto in respect of the Share Shares; (c) certified copies of the minutes of board meetings, board resolutions or written resolutions of Party A approving and authorizing the execution and the completion of this Agreement and the transactions hereby contemplated; (d) confirmation letters of Party A and the Company confirming both Party A and the Company do not observe any Warranties of Party A and the Company were breached or contrary was found to the Warranties of Party A and the Company; (e) the written resignation of all directors and company secretaries of the Company effective on the date of Completion (the resignation of the directors shall in the format set out by s157D(3) of the Company Ordinance) with acknowledgement to the effect that they have no claim against the Company for compensation for whatsoever reasons; (f) certified copies of the minutes of board meetings, board resolutions or written resolutions of the Company in respect to the following matters:- (i) the consent and approval of the execution and performance (if required) of this Agreement; (ii) the approval of the written resignation pursuant to Clause 5.2(f) and the appointment of the persons nominated by Party B as the director of the Company; and (iii) [the approval of the alternation of the banking authorization of the Company or the approval of the cancellation of all bank accounts of the Company (if any)]; (g) the company seal, the incorporation certificate, the business registration certificate, the Memorandum and Articles of Association and all statutory records and the account books of the Company; (h) cashier orders in favour of “Hong Kong SAR Government” prepared by each of Party A and Party B for the payment of half of the amount of ad valorem duty and half of the amount of stamp duty payable by each parties subject to the Sale Shares; (i) confirmation letters to the Hong Kong Inland Revenue Department by each of Party A a...

Related to Documents Delivery

  • Documents Delivered Each copy or original of any agreement, contract or other instrument which is identified in any exhibit delivered by Seller or their counsel to Buyer (or its counsel or representatives), whether before or after the execution hereof, is in fact what it is purported to be by the Seller and has not been amended, canceled or otherwise modified.

  • 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. (b) After the Issuance Date, the Company may deliver from time to time to the Trustee a Closing Notice relating to one or more Equipment Notes. After receipt of a Closing Notice and in any case no later than one Business Day prior to a Scheduled Closing Date as to which such Closing Notice relates (the “Applicable Closing Date”), the Trustee shall (as and when specified in the Closing Notice) instruct the Escrow Agent to provide a Notice of Purchase Withdrawal to the Depositary requesting (A) the withdrawal of one or more Deposits on the Applicable Closing Date in accordance with and to the extent permitted by the terms of the Escrow Agreement and the Deposit Agreement and (B) the payment of all, or a portion, of such Deposit or Deposits in an amount equal in the aggregate to the purchase price of such Equipment Notes to or on behalf of the Company, all as shall be described in the Closing Notice. The Trustee shall (as and when specified in such Closing Notice), subject to the conditions set forth in Section 2 of the NPA, enter into and perform its obligations under the Participation Agreement specified in such Closing Notice (the “Applicable Participation Agreement”) and cause such certificates, documents and legal opinions relating to the Trustee to be duly delivered as required by the Applicable Participation Agreement. If at any time prior to the Applicable Closing Date, the Trustee receives a notice of postponement pursuant to Section 1(e) or 1(f) of the NPA, then the Trustee shall give the Depositary (with a copy to the Escrow Agent) a notice of cancellation of such Notice of Purchase Withdrawal relating to such Deposit or Deposits on such Applicable Closing Date. Upon satisfaction of the conditions specified in the NPA and the Applicable Participation Agreement, the Trustee shall purchase the applicable Equipment Notes with the proceeds of the withdrawals of one or more Deposits made on the Applicable Closing Date in accordance with the terms of the Deposit Agreement and the Escrow Agreement. The purchase price of such Equipment Notes shall equal the principal amount of such Equipment Notes. Amounts withdrawn from such Deposit or Deposits in excess of the purchase price of the Equipment Notes or to the extent not applied on the Applicable Closing Date to the purchase price of the Equipment Notes, shall be re-deposited by the Trustee with the Depositary on the Applicable Closing Date in accordance with the terms of the Deposit Agreement. The provisions of this Section 5.01(b) supersede and replace the provisions of Section 2.02 of the Basic Agreement with respect to the Applicable Trust, and all provisions of the Basic Agreement relating to Postponed Notes and Section 2.02 of the Basic Agreement shall not apply to the Applicable Trust. (c) The Trustee acknowledges its acceptance of all right, title and interest in and to the Trust Property to be acquired pursuant to Section 5.01(b) of this Trust Supplement, the NPA and each Applicable Participation Agreement, and declares that it holds and will hold such right, title and interest for the benefit of all present and future Applicable Certificateholders, upon the trusts set forth in the Agreement. By its acceptance of an Applicable Certificate, each initial Applicable Certificateholder, as a grantor of the Applicable Trust, joins with the Trustee in the creation of the Applicable Trust. The provisions of this Section 5.01(c) supersede and replace the provisions of Section 2.03 of the Basic Agreement, with respect to the Applicable Trust.

  • Documents Delivered to Holders The Company shall furnish to each Holder participating in any of the foregoing offerings and to each underwriter of any such offering, if any, a signed counterpart, addressed to such Holder or underwriter, of: (i) an opinion of counsel to the Company, dated the effective date of such registration statement (and, if such registration includes an underwritten public offering, an opinion dated the date of the closing under any underwriting agreement related thereto), and (ii) a “cold comfort” letter dated the effective date of such registration statement (and, if such registration includes an underwritten public offering, a letter dated the date of the closing under the underwriting agreement) signed by the independent registered public accounting firm which has issued a report on the Company’s financial statements included in such registration statement, in each case covering substantially the same matters with respect to such registration statement (and the prospectus included therein) and, in the case of such accountants’ letter, with respect to events subsequent to the date of such financial statements, as are customarily covered in opinions of issuer’s counsel and in accountants’ letters delivered to underwriters in underwritten public offerings of securities. The Company shall also deliver promptly to each Holder participating in the offering requesting the correspondence and memoranda described below and to the managing underwriter, if any, copies of all correspondence between the Commission and the Company, its counsel or auditors and all memoranda relating to discussions with the Commission or its staff with respect to the registration statement and permit each Holder and underwriter to do such investigation, upon reasonable advance notice, with respect to information contained in or omitted from the registration statement as it deems reasonably necessary to comply with applicable securities laws or rules of FINRA. Such investigation shall include access to books, records and properties and opportunities to discuss the business of the Company with its officers and independent auditors, all to such reasonable extent and at such reasonable times as any such Holder shall reasonably request.

  • Delivery of Instruments, etc Upon request by the Lender, the Borrower will promptly deliver to the Lender in pledge all instruments, documents and chattel papers constituting Collateral, duly endorsed or assigned by the Borrower.

  • Counterparts; Delivery This Amendment may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of this Amendment by facsimile or other electronic imaging means shall be effective as an original.

  • Form of Documents Delivered to the Trustee In any case where several matters are required to be certified by, or covered by an opinion of, any specified Person, it is not necessary that all such matters be certified by, or covered by the opinion of, only one such Person, or that they be so certified or covered by only one document, but one such Person may certify or give an opinion with respect to some matters and one or more other such Persons as to other matters, and any such Person may certify or give an opinion as to such matters in one or several documents. Any certificate or opinion of an Authorized Officer of the Trustee may be based, insofar as it relates to legal matters, upon a certificate or opinion of, or representations by, counsel, unless such Authorized Officer knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion is based are erroneous. Any such certificate or opinion of an Authorized Officer of the Trustee or any opinion of counsel may be based, insofar as it relates to factual matters upon a certificate or opinion of, or representations by, one or more Authorized Officers of the Depositor, either of the Sellers or the Servicer, stating that the information with respect to such factual matters is in the possession of the Depositor, such Seller or the Servicer, unless such Authorized Officer or counsel knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to such matters are erroneous. Any opinion of counsel may also be based, insofar as it relates to factual matters, upon a certificate or opinion of, or representations by, an Authorized Officer of the Trustee, stating that the information with respect to such matters is in the possession of the Trustee, unless such counsel knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to such matters are erroneous. Any opinion of counsel may be based on the written opinion of other counsel, in which event such opinion of counsel shall be accompanied by a copy of such other counsel's opinion and shall include a statement to the effect that such counsel believes that such counsel and the Trustee may reasonably rely upon the opinion of such other counsel. Where any Person is required to make, give or execute two or more applications, requests, consents, certificates, statements, opinions or other instruments under this Agreement, they may, but need not, be consolidated and form one instrument.

  • Electronic Execution of Assignments and Certain Other Documents The words “execution,” “signed,” “signature,” and words of like import in any Assignment and Assumption or in any amendment or other modification hereof (including waivers and consents) shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.

  • Deposit of Stock; Execution and Delivery of Receipts in Respect Thereof Subject to the terms and conditions of this Deposit Agreement, the Company may from time to time deposit shares of Stock under this Deposit Agreement by delivery to the Depositary of a certificate or certificates for the Stock to be deposited, properly endorsed or accompanied, if required by the Depositary, by a duly executed instrument of transfer or endorsement, in form satisfactory to the Depositary, together with all such certifications as may be required by the Depositary in accordance with the provisions of this Deposit Agreement, and together with a written order of the Company directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order a Receipt or Receipts for the number of Depositary Shares representing such deposited Stock. Deposited Stock shall be held by the Depositary at the Depositary’s Office or at such other place or places as the Depositary shall determine. Upon receipt by the Depositary of a certificate or certificates for Stock deposited in accordance with the provisions of this Section, together with the other documents required as above specified, and upon recordation of the Stock on the books of the Company in the name of the Depositary or its nominee, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver, to or upon the order of the person or persons named in the written order delivered to the Depositary referred to in the first paragraph of this Section, a Receipt or Receipts for the whole number of Depositary Shares representing, in the aggregate, the Stock so deposited and registered in such name or names as may be requested by such person or persons. The Depositary shall execute and deliver such Receipt or Receipts at the Depositary’s Office or such other offices, if any, as the Depositary may designate. Delivery at other offices shall be at the risk and expense of the person requesting such delivery.

  • Closing; Delivery (a) The purchase and sale of the Series C-1 Preferred Stock by the Investors and the issuance of the Series C-2 Warrants shall take place at the offices of Xxxxxx, Xxxxxxxxxx & Xxxxxxxxx LLP, 000 Xxxxxx Xxxxxx, San Francisco, California 94105 at 10:00 a.m., on the date of this Agreement, or such other date, time or place as the Company and the Investors mutually agree upon, orally or in writing following satisfaction of the conditions in Section 4 (which time and place are designated as the “Closing”), upon the physical or electronic exchange among the parties and their counsel of all documents and deliverables required under this Agreement; provided, however, that if the Closing does not occur on or before November 17, 2011, this Agreement shall terminate in its entirety, provided further that in the event this Agreement terminates, the Prior Agreement shall be reinstated in its entirety and shall be in full force and effect. (b) At the Closing, the Company will deliver to each Investor purchasing Series C-1 Preferred Stock a certificate registered in such Investor’s name representing the number of Series C-1 Preferred Stock that such Investor is purchasing against payment of the purchase price therefor, by (a) delivery of a bank cashier’s check payable to the Company, (b) wire transfer to the Company in accordance with the Company’s written instructions, (c) cancellation of indebtedness owed by the Company to the Investor, or (d) any combination of the foregoing or any other consideration agreed upon by the Company. In the event that payment by an Investor is made, in whole or in part, by cancellation of indebtedness, then such Investor shall surrender to the Company for cancellation at the Closing any evidence of indebtedness or shall execute an instrument of cancellation in form and substance acceptable to the Company. The shares of Series C-1 Preferred Stock issued to the Investors pursuant to this Agreement shall be hereinafter referred to as the “Stock.” The Stock, the Series C-2 Warrants, the Warrant Stock, and the Common Stock issuable upon conversion of the Stock shall be hereinafter referred to as the “Securities.”

  • Counterparts; Delivery by Facsimile This Assignment Agreement may be executed in counterparts. Transmission by facsimile of an executed counterpart of this Assignment Agreement shall be deemed to constitute due and sufficient delivery of such counterpart and such facsimile shall be deemed to be an original counterpart of this Assignment Agreement.

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