Common use of Purchaser Deliveries Clause in Contracts

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit in an XXX and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments Parking License Assignment and such other instruments and documents as any landlord under a Branch Lease the Parking License may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Leasethe Parking License, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date[RESERVED]; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX/Xxxxx and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Equipment Lease Assignments and such other instruments and documents as any landlord lessor under a Branch an Equipment Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch an Equipment Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assumed Contract Assignments and such other instruments and documents as any subtenant party under a Tenant Lease an Assumed Contract may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Leasean Assumed Contract, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the IXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date[RESERVED]; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: : (ab) The Assignment and Assumption Agreement; ; (bc) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; ; (cd) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable appropriate for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; ; (de) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable appropriate for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment ; and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).. 3.7

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of any IXX included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date[reserved]; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and; (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e); (g) If applicable, the payment due at Closing pursuant to the last sentence of Section 3.3(c), which shall include the Estimated Payment Amount, if a negative amount, from immediately available funds; and (h) A certified copy of a resolution of the Board of Directors of Purchaser, or its Executive Committee, approving the purchase of the Branches contemplated hereby.

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX Accounts included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto, as contemplated by Section 2.4; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Sublease Assignments and such other instruments and documents as any subtenant under a Tenant Lease Sublease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant LeaseSublease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for An Officer’s Certificate in substantially the assumption by Purchaser form of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing DateSchedule 3.6(e); and (f) The certificate required Such other documents as the parties determine are reasonably necessary to be delivered by Purchaser pursuant to Section 9.2(e)consummate the P&A Transaction as contemplated hereby.

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX Accounts included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto, as contemplated by Section 2.4; (c) The Branch Equipment Lease Assignments and such other instruments and documents as any landlord lessor under a Branch an Equipment Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch an Equipment Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assumed Contract Assignments and such other instruments and documents as any subtenant party under a Tenant Lease an Assumed Contract may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Leasean Assumed Contract, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e); (f) A certified copy of the resolutions of the board of directors of Purchaser approving the transactions contemplated hereby; and (g) Such other documents as the parties determine are reasonably necessary to consummate the P&A Transaction as contemplated hereby.

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX Accounts included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Acquired ATM Lease Assignments Assignment and such other instruments and documents as any landlord the lessor under a Branch the Acquired ATM Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch the Acquired ATM Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and Xxxxx Accounts included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto, as contemplated by Section 2.4; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Sublease Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for An Officer’s Certificate in substantially the assumption by Purchaser form of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing DateSchedule 3.6(e); and (f) The certificate required Such other documents as the parties determine are reasonably necessary to be delivered by Purchaser pursuant to Section 9.2(e)consummate the P&A Transaction as contemplated hereby.

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch ATM Lease Assignments and such other instruments and documents as any landlord under a Branch an ATM Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch an ATM Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and Xxxxx Accounts included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto, as contemplated by Section 2.4; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment Assumed Contract Assignments and such other instruments and documents as Seller any party under an Assumed Contract may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documentsan Assumed Contract, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and; (f) The Option Branch Lease Agreements; (g) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e); and (h) Such other documents as the parties agree are reasonably necessary to consummate the P&A Transaction as contemplated hereby.

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (fe) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the XXX and Xxxxx Accounts included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto, as contemplated by Section 2.4; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Sublease Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for An Officer’s Certificate in substantially the assumption by Purchaser form of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; andSchedule 3.6(e); (f) The certificate required Memorandum of Understanding (g) The Backup Letters of Credit; and (h) Such other documents as the parties determine are reasonably necessary to be delivered by Purchaser pursuant to Section 9.2(e)consummate the P&A Transaction as contemplated hereby.

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of the IXX and included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e).

Purchaser Deliveries. At the Closing, Purchaser shall deliver to Seller: (a) The Assignment and Assumption Agreement; (b) Purchaser’s acceptance of its appointment as successor trustee or custodian, as applicable, with respect to each Deposit of any XXX included in an XXX the Deposits and assumption of the fiduciary obligations of the trustee or custodian with respect thereto; (c) The Branch Lease Assignments and such other instruments and documents as any landlord under a Branch Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Branch Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; (d) The Tenant Assignments and such other instruments and documents as any subtenant under a Tenant Lease may reasonably require as necessary or desirable for providing for the assumption by Purchaser of a Tenant Lease, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date[reserved]; (e) The Loan Documents Assignment and such other instruments and documents as Seller may reasonably require as necessary or desirable for providing for the assumption by Purchaser of the Loan Documents, each such instrument and document in form and substance reasonably satisfactory to the parties and dated as of the Closing Date; and; (f) The certificate required to be delivered by Purchaser pursuant to Section 9.2(e); (g) If applicable, the payment due at Closing pursuant to the last sentence of Section 3.3(c), which shall include the Estimated Payment Amount, if a negative amount, from immediately available funds; and (h) A certified copy of a resolution of the Board of Directors of Purchaser, or its Executive Committee, approving the purchase of the Branches contemplated hereby.