Documents to be Delivered by the Buyer. Resolutions of the Board of Directors certified by the corporate Secretary and authenticated by a Notary Public:
Documents to be Delivered by the Buyer. At the Closing, the Buyer shall deliver to the Sellers, the following documents, in each case duly executed or otherwise in proper form:
Documents to be Delivered by the Buyer. At the closing the Buyer will deliver or cause to be delivered to the Seller:
(a) all consents and approvals, including regulatory approvals, required to issue the Common Shares and Warrant to the Seller;
(b) a copy of the minutes of the annual general and special meeting of the shareholders of the Buyer to be held on August 11, 2006, approving the software acquisition contemplated by this Agreement; and
(c) a certificate representing the Warrant.
Documents to be Delivered by the Buyer. At the Closing, the Buyer shall deliver to the Seller the following:
(i) The portion of the Purchase Price required to be paid or issued at the Closing (i.e., cash, note and letter of credit);
(ii) An executed counterpart of the Assignment and Assumption Agreement; and
(iii) The certificates and other documents required to be delivered by the Buyer on or before the Closing Date pursuant to Section 7.2 hereof or any other provision of this Agreement.
Documents to be Delivered by the Buyer. At the Closing, the Buyer shall deliver or cause to be delivered to the Seller the following:
Documents to be Delivered by the Buyer. Buyer shall have delivered the following documents:
(a) Certificates representing the Buyer Shares, duly signed by Buyer;
(b) A copy of (i) the Articles of Incorporation of the Buyer; and (ii) the Bylaws of the Company; and (iii) a certificate from the Colorado Secretary of State, to the effect that Buyer is in good standing and has paid all fees and levies;
(c) All agreements referred to in paragraph 1.4 above, executed by all parties thereto other than Company and Seller;
(d) A copy of all corporate and other records of or applicable to Buyer including but not limited to, current and up-to-date minute books, stock transfer books and registers, books of accounts, leases and material contracts; and
(e) Such other documents or certificates as shall be reasonably required by Company and/or Seller or its counsel in order to close and consummate this Agreement.
Documents to be Delivered by the Buyer. At the Closing, the Buyer shall deliver to the Sellers the following (the "Sellers' Closing Transactions" and together with the Buyer's Closing Transactions, the "Closing Transactions"):
(a) immediately available wire-transferred federal funds as provided in Section 2.1;
(b) instruments, in form and substance reasonably satisfactory to the Sellers and their counsel, pursuant to which the Buyer assumes the Assumed Liabilities;
Documents to be Delivered by the Buyer. At the Closing, the Buyer shall deliver the following instruments and documents to the Sellers or other appropriate party:
(i) cash in the amount of Four Hundred Thousand and no/100 Dollars ($400,000.00) by wire transfer in readily available United States Funds;
(ii) the certificate described in Section 7(b)(iv) above; and
(iii) such other documents as the Sellers may reasonably request to affect the transactions contemplated by this Agreement.
Documents to be Delivered by the Buyer. At the Closing Time the Buyer will deliver, or cause to be delivered the Purchase Price.
Documents to be Delivered by the Buyer. At the Closing, the Buyer shall deliver to the Sellers the following (the "Buyer Deliverables"):
(a) the Note and Pledge Agreement duly executed by the Buyer;
(b) the Capital Pledge Agreement duly executed by the Buyer;
(c) the License Agreement and the documents, instruments and other consideration to be delivered by Buyer at Closing in connection therewith;
(d) approval by Buyer as a shareholder of the Company of the Xxxxxx Employment Agreement and the Xxxxxx Employment Agreement (each as defined in Section 3.2); (e) copies of action of the Board of Directors of Buyer electing Xxxxxx and Xxxxxx to the Board of Directors of Buyer as of the Closing and to nominate Xxxxxx and Xxxxxx for reelection as directors annually during the terms of their respective Employment Agreements; and
