Other Documents to be Delivered Sample Clauses
Other Documents to be Delivered. At the Closing:
(a) Buyer shall execute and deliver an Employment and Non-Competition Agreement with each of Richard A. Grove, Jr., Philip T. Mercer ("Merxxx"), Xxxxx Xxxxxx xxx Xxvix X. Xxxxx (thx "Xxx Empxxxxxx") xx substxxxxxxxx xxx xxxx attached hereto as Schedule 4.6(a) (each, an "Employment and Non-Competition Agreement").
(b) Each of Rodney A. Hempel, L. Denny Mercer, Philip F. Xxxxx, Xxxxxx Xxy Merxxx, Xxx Xxxn Doody xxx Xxxxxel X. Xxxxxx xxxxx xxxxxtx xxx xxxxver a Non- Xxxxxxxxxxx Agreement to the effect set forth in Section 7.8 (each, a "Non-Competition Agreement".
(c) Each shareholder of the Asset Sellers shall execute and deliver a Guaranty Agreement substantially in the form attached hereto as Schedule 4.6(c) (each, a "Shareholder Guaranty").
(d) [Intentionally omitted]
(e) [Intentionally omitted]
(f) Wayne Newsome, president of H&H, shall execute and xxxxxxx to Buyer a consent to the assignment of the license agreement dated April 21, 1999 between Wayne Newsome and AFC.
(g) Sellerx xxxxx xxxxxer such instruments of satisfaction, release, waiver and settlement relating to the acquisition and related agreements and instruments, including promissory notes and rights of first refusal, to which the Companies are a party as described on Schedule 4.6(g), including (i) payment of all promissory notes, (ii) payment and satisfaction of contingent purchase price agreements, (iii) releases of Liens on any Assets, and (iv) waiver of right of first refusal provisions.
(h) Deutsche Bank Securities Inc. shall deliver an executed commitment letter obligating it or one of its Affiliates to purchase the Buyer Note from Sellers on the Closing Date.
(i) HON, Buyer, Sellers, Ron F. Skoronski, Kirk R. Sorensen, Madison, XXXX, Xxxxxxxx, anx xxx xxxxx xxxxxxx listed on the signature page thereto shall execute and deliver a Securityholders' Agreement, in substantially the form attached hereto as Schedule 4.6(i).
Other Documents to be Delivered. IMMEDIATELY PRIOR TO THE EFFECTIVE TIME.
Other Documents to be Delivered. At the Closing, the parties to this Purchase Agreement shall deliver or shall cause to be delivered such other documents as either party may reasonably require to evidence compliance with the covenants contained in this Purchase Agreement and the fulfillment of the conditions contained in this Purchase Agreement and all other instruments reasonably necessary to transfer the Private Development Site and close this Purchase Agreement which sellers and buyers in Wichita, Kansas customarily execute or obtain, including, by way of example but not limitation, an owner’s affidavit executed by Seller, closing statements, releases, a Seller’s affidavit of parties in possession and delivery of instruments required by the Title Company as set forth in the Commitment to satisfy all matters set forth in the requirements section thereof.
Other Documents to be Delivered. At the Closing:
(a) Buyer shall execute and deliver an Employment and Non-Competition Agreement with each of Skoronski and Sorensen (the "Key Employees") ix xxxxxxxtially the xxxx attached hereto as Schedule 4.6(a) (each, an "Employment and Non-Competition Agreement").
(b) [Intentionally omitted]
Other Documents to be Delivered. At the Closing: -------------------------------
(A) the Purchaser and the Debtor will execute and deliver an occupancy agreement substantially in the form of Exhibit C; and
(B) Trans World will execute and deliver a guaranty substantially in the form of Exhibit D.
Other Documents to be Delivered. The parties will execute and deliver the following documents at or prior to Closing:
(i) Loan Purchase Agreements with respect to each applicable Seller; and
(ii) the Stromnable Purchase Agreement substantially in the form of attached Exhibit 3.2(c)(ii), which the Sellers shall have caused the Company to execute (and which shall contain representations and warranties made by the Company for the benefit of Nordstrom).
Other Documents to be Delivered. At the Closing, the parties to this Agreement shall deliver or shall cause to be delivered such other documents as a party may
Other Documents to be Delivered. On or Before the Amendment Closing ------------------------------------------------------------------ Date. ----
2.1 Engagement Letter for BT Alex. Xxxxx
2.2 Order authorizing Borrowers' retention of BT Alex. Xxxxx
2.3 Engagement Letter for Xxxxxxxx Xxxxx
2.4 Order authorizing Unsecured Creditors Committee's retention of Xxxxxxxx Xxxxx
Other Documents to be Delivered. On the Effective Date:
(a) Buyer, Seller and Escrow Agent shall execute and deliver the Escrow Agreements;
(b) Buyer shall deliver to the Escrow Agent the certificates representing the Escrow Shares pursuant to Section 3.1(b);
(c) Buyer, Seller and specified officers of Seller shall execute and deliver the Conditions of Employment Agreements.
Other Documents to be Delivered. The obligations of the parties hereto also shall be subject to Buyer and Xxxxxx having executed and delivered to each other an employment agreement in the form attached as EXHIBIT F.