Stock Certificates; Resignations; FIRPTA. Seller shall deliver to Buyer: (i) the certificate(s) representing the Stock, duly and validly endorsed to or registered in the name of Buyer or its nominees or accompanied by separate stock powers duly and validly executed by Seller, (ii) letters of resignation, effective as of the Closing Date, from each director and officer of the Subsidiary and (iii) a certification of its non-foreign status as set forth in Section 1445 of the IRC and the Treasury regulations promulgated thereunder.
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Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Southern Union Co), Purchase and Sale Agreement (Laclede Group Inc)
Stock Certificates; Resignations; FIRPTA. Seller shall deliver to Buyer: (i) the certificate(s) certificates representing the Stock, duly and validly endorsed to or registered in the name of Buyer or its nominees or accompanied by separate stock powers duly and validly executed by Seller, (ii) letters of resignation, effective as of the Closing Date, from each director and each officer of the Subsidiary and (iii) a certification of its non-foreign status as set forth in Section 1445 of the IRC and the Treasury regulations promulgated thereunder.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Ugi Corp /Pa/), Purchase and Sale Agreement (Southern Union Co)
Stock Certificates; Resignations; FIRPTA. Seller shall deliver to Buyer: (i) the certificate(s) certificates representing the Stock, duly and validly endorsed to or registered in the name of Buyer or its nominees or accompanied by separate stock powers duly and validly executed by Seller, (ii) letters of resignation, effective as of the Closing Date, from each director and each officer of the each Subsidiary and (iii) a certification of its non-foreign status as set forth in Section 1445 of the IRC and the Treasury regulations promulgated thereunder.
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