Common use of Performance; Document Delivery Clause in Contracts

Performance; Document Delivery. Each Shareholder shall have performed, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI of the following documents: (i) A good standing certificate regarding the Company and any Shareholder that is not a natural person, certified by the Secretary of State of such party's state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each Shareholder certifying that the representations and warranties of each Shareholder set forth herein are true and correct as of the Closing Date and that each Shareholder has fulfilled all of the conditions of this Section 10; (iii) Certificates representing the Shares, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable Shareholder; (iv) Resignations of each of the officers and directors of the Company effective as of the Closing Date; (v) Releases of each Shareholder and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (vi) All books and records of the Company, including all corporate and other records, minute books, stock record books, stock registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEI; and (vii) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders and/or the Company that relate in any manner to the Company Common Stock have been terminated.

Performance; Document Delivery. Each Shareholder The Company shall have performedperformed in all material respects, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI of the following documents: (i) A good standing certificate regarding the Company and any Shareholder that is not a natural person, certified by the Secretary of State of such party's state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each Shareholder the duly authorized officers of the Company certifying that the representations and warranties of each Shareholder the Company set forth herein are true and correct in all material respects as of the Closing Date and that each Shareholder the Company has fulfilled all of the conditions of this Section 10; (iii) Resolutions of the Board of Directors and Shareholders of the Company and any Shareholder that is not a natural person in form and substance satisfactory to SEI approving the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby, certified by an appropriate officer of the Company and any such Shareholder; (iv) An incumbency certificate certifying the identity of the officers of the Company and any Shareholder that is not a natural person; (v) Certificates representing the Sharesshares of Company Common Stock being converted, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable Shareholderblank; (ivvi) Resignations of each of the officers and directors of the Company effective as of the Closing Date; (vvii) Releases of each Shareholder and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (viviii) All books and records of the Company, including all corporate and other records, minute books, stock record books, stock registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEI; and (viiix) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders and/or the Company that relate in any manner to the Company Common Stock have been terminated.

Performance; Document Delivery. Each The Shareholder shall have performed, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI Crusader and CRM of the following documents: (i) A good standing certificate regarding the Company and any Shareholder that is not a natural personCompany, certified by the Secretary of State of such party's state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each the officers of Shareholder and the Company certifying that the representations and warranties of each the Company and Shareholder set forth herein are true and correct as of the Closing Date and that each Shareholder has fulfilled all of the conditions of this Section 10Section10; (iii) Certificates representing the Shares, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable Shareholder; (iv) Resignations of each of the officers and directors of the Company effective as of the Closing Date; (v) Releases of each Shareholder shareholder and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (vi) All books and records of the Company, including all corporate and other records, minute books, stock record books, stock registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEICrusader and CRM; and (vii) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders Shareholder and/or the Company that relate in any manner to the Company Common Stock Company's common stock have been terminated.

Performance; Document Delivery. Each Shareholder shall have performed, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI of the following documents: (i) A good standing certificate regarding the Company and any Shareholder that is not a natural person, certified by the Secretary of State of such party's state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each Shareholder certifying that the representations and warranties of each Shareholder set forth herein are true and correct as of the Closing Date and that each Shareholder has fulfilled all of the conditions of this Section 109; (iii) Certificates representing the Shares, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable Shareholder; (iv) Resignations of each of the officers and directors of the Company effective as of the Closing Date; (v) Releases of each Shareholder and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (vi) All books and records of the Company, including all corporate and other records, minute books, stock record books, stock registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEI; and (vii) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders and/or the Company that relate in any manner to the Company Common Stock have been terminated.

Performance; Document Delivery. Each Shareholder The Company shall have performedperformed in all material respects, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI of the following documents: (i) A good standing certificate regarding the Company and any Shareholder that is not a natural person, certified by the Secretary of State of such party's state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each Shareholder the duly authorized officers of the Company certifying that the representations and warranties of each Shareholder the Company set forth herein are true and correct in all material respects as of the Closing Date and that each Shareholder the Company has fulfilled all of the conditions of this Section 10; (iii) Resolutions of the Board of Directors and the Shareholder of the Company and in form and substance satisfactory to SEI approving the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby, certified by an appropriate officer of the Company and the Shareholder; (iv) An incumbency certificate certifying the identity of the officers of the Company and any Shareholder that is not a natural person; (v) Certificates representing the SharesShares being exchanged, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable Shareholderblank; (ivvi) Resignations of each of the officers and directors of the Company effective as of the Closing Date; (vvii) Releases of each the Shareholder and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (viviii) All books and records of the Company, including all corporate and other records, minute books, stock record books, stock registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEI; and (viiix) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders Shareholder and/or the Company that relate in any manner to the Company Common Stock Shares have been terminated.

Performance; Document Delivery. Each Shareholder Member shall have performed, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI PFC of the following documents: (i) A good standing certificate regarding the Company and any Shareholder Member that is not a natural person, certified by the Secretary of State of such party's ’s state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each Shareholder Member certifying that the representations and warranties of each Shareholder Member set forth herein are true and correct as of the Closing Date and that each Shareholder Member has fulfilled all of the conditions of this Section 10Section10; (iii) Certificates representing the Shares, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable ShareholderMember; (iv) Resignations of each of the officers and directors of the Company effective as of the Closing DateDate as required by PFC; (v) Releases of each Shareholder Member and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (vi) All books and records of the Company, including all corporate and other records, minute books, stock member record books, stock member registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEIPFC; and (vii) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders Members and/or the Company that relate in any manner to the Company Common Stock have been terminated.

Performance; Document Delivery. Each Shareholder The Company shall have performedperformed in all material respects, at or prior to the Closing Date, all acts in accordance with their covenants herein, including, but not limited to, delivery to SEI of the following documents: (i) A good standing certificate regarding the Company and any Shareholder that is not a natural person, certified by the Secretary of State of such party's state of organization dated within five (5) business days prior to Closing; (ii) A certificate dated as of the Closing Date signed by each Shareholder the duly authorized officers of the Company certifying that the representations and warranties of each Shareholder the Company set forth herein are true and correct in all material respects as of the Closing Date and that each Shareholder the Company has fulfilled all of the conditions of this Section 10; (iii) Resolutions of the Board of Directors and Shareholders of the Company and any Shareholder that is not a natural person in form and substance satisfactory to SEI approving the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby, certified by an appropriate officer of the Company and any such Shareholder; (iv) An incumbency certificate certifying the identity of the officers of the Company and any Shareholder that is not a natural person; (v) Certificates representing the SharesShares being exchanged, together with accompanying stock transfer powers or instruments of assignment, duly endorsed in blank by the applicable Shareholderblank; (ivvi) Resignations of each of the officers and directors of the Company effective as of the Closing Date; (vvii) Releases of each Shareholder and each officer and director of the Company concerning any claim against the Company (other than current accrued wages and benefits), including any claims for indemnification, contribution or otherwise arising with respect to this Agreement, the representations, warranties and agreements contained herein and the transactions contemplated hereby; (viviii) All books and records of the Company, including all corporate and other records, minute books, stock record books, stock registers, books of accounts, contracts, agreements and such other documents or certificates as shall be reasonably requested by SEI; and (viiix) Evidence that all agreements or arrangements, whether written or oral, among the Shareholders and/or the Company that relate in any manner to the Company Common Stock Shares have been terminated.