Miscellaneous Closing Documents. Buyer and Seller shall each execute any and all other documents reasonably requested by the other Party, or the Title Company to complete the transfer of title from Seller to Buyer pursuant to this Purchase Agreement.
Miscellaneous Closing Documents. At the Closing, the Seller shall deliver to the Purchaser the documents set forth in Section 5.2(a) above.
Miscellaneous Closing Documents. 9.1 Closing Certificate pursuant to Section 4.01(c) of the Credit Agreement
9.2 Certified Copy of the Purchase & Sale Agreement, including all Schedules and Amendments
9.3 Certified Copy of the Indenture
9.4 Intercompany Note (Domestic Companies and Canadian Companies)
9.5 Intercompany Loan Agreement between GK Technologies, Incorporated and GCC Brasil Participacoes
9.6 Appointment of CT Corporation as agent for service of process in New York for General Cable Company and General Cable Canada Ltd.
Miscellaneous Closing Documents. Seller and Buyer will execute and deliver to each other a closing statement and such other documents as are reasonably requested by either Seller or Buyer to further evidence or effect the sale of the Property to Buyer in the manner contemplated in this Agreement.
Miscellaneous Closing Documents. At the Closing, the Company and the Stockholder shall deliver to the Purchaser:
(i) Certificates representing the Company Stock with duly endorsed stock powers;
(ii) Certificate of the Company and the Stockholder that the representations and warranties contained in Article 2 of this Agreement are true and correct in all material respects at and as of the Closing Date, except for representations and warranties specifically relating to a time or times other than the Closing Date, which shall be true and correct in all material respects at such time or times; and
(iii) Certificate of the secretary of the Company with respect to the charter documents and resolutions of the Company authorizing the transactions contemplated hereby.
Miscellaneous Closing Documents. Parent and Acquisition Subsidiary shall have received the following:
(i) Copies of resolutions of the Company and the shareholders of the Company, certified by the Secretary of the Company, authorizing and approving the execution, delivery and performance of the Transaction Documents.
(ii) Such additional supporting documentation and other information with respect to the transactions contemplated hereby as Parent and Acquisition Subsidiary may reasonably request.
Miscellaneous Closing Documents. City and LTF shall each execute any and all other documents reasonably requested by the other Party or the Title Company to complete the exchange of Properties pursuant to this Agreement.
Miscellaneous Closing Documents. At the Closing, USD shall deliver to The Noteholders:
(a) Certificate(s) representing the Stock accompanied by a stock power(s) duly endorsed in blank;
(b) Certificate of USD that the representations and warranties contained in Article III of this Agreement are true and correct and that USD has complied with all conditions set forth in Article VII in all material respects at and as of the Closing Date;
(c) The Assignment and Assumption Agreement, executed by USD;
(d) The Settlement Agreement and Mutual Release, executed by USD;
(e) The Consulting Agreement signed by USD;
(f) A five year sub-lease relating to the use of space by Forest Hills Nuclear, P.C., in an affiliate of USD's managed radiology facility located on Austin Street, Queens, New York, substantially in the form attached hereto as Exhibit "H";
(g) The resignations as officers and directors of the Company of such Persons as the Noteholders shall direct; and
(h) The written confirmation of DVI Business Credit Corporation ("DVI"), in form reasonably satisfactory to the Company, to unconditionally release all security interests and liens of DVI as are listed in Schedule 3.09 hereto and to unconditionally terminate the Guaranty of the Company to DVI listed on Schedule 3.10 hereto as of the Closing or as soon thereafter as practical.
Miscellaneous Closing Documents. At the Closing, Xxxxxx and Seller shall deliver to the Buyer:
(i) Certificates representing the Shares with a duly endorsed stock power;
(ii) Certificate of Xxxxxx and Seller that the representations and warranties contained in Article 2 of this Agreement are true and correct in all material respects at and as of the Closing Date, except for representations and warranties specifically relating to a time or times other than the Closing Date, which shall be true and correct in all material respects at such time or times,
Miscellaneous Closing Documents. At the Closing, the Company and Stockholders shall deliver to Merchant:
6.9.1.1 Certificates representing the Company Stock with a duly endorsed stock power; and
6.9.1.2 Certificate of the Company and Stockholders that the representations and warranties contained in Article 2 of this Agreement are true and correct in all material respects at and as of the Closing Date, except for representations and warranties specifically relating to a time or times other than the Closing Date, which shall be true and correct in all material respects at such time or times.
