Closing and Further Acts Sample Clauses

Closing and Further Acts. The closing of the exchange (the "Closing") will occur as soon practicable after the execution of this Agreement by all parties hereto, but not later than July 1, 1999 (the "Closing Date"). At the Closing, ▇▇▇▇▇ and ▇▇▇▇▇▇-▇▇▇▇▇ will tender to CLMI certificates and any other documents evidencing 100% of ▇▇▇▇▇' and ▇▇▇▇▇▇-▇▇▇▇▇'▇ ownership in Polygonal, and CLMI will deliver to ▇▇▇▇▇ and ▇▇▇▇▇▇-▇▇▇▇▇ each a stock certificate evidencing 300,000 shares of the Common Stock, par value $.001 per share, of CLMI being issued to ▇▇▇▇▇ and ▇▇▇▇▇▇-▇▇▇▇▇ pursuant to this Agreement. All parties to this Agreement hereby agree to execute all other documents and take all other action which are reasonably necessary or appropriate in order to effect all of the transactions contemplated by this Agreement.
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Closing and Further Acts. The Closing of the purchase and sale of the Assets will occur upon the satisfaction or waiver of the conditions set forth in Section 7 of this Agreement, but no later than February 28, 2011 unless Sellers and Buyer mutually agree in writing to extend the Closing Date. At the Closing, Sellers shall deliver to Buyer such bills of sale, deeds, assignments and other instruments of sale, conveyance, assignment and transfer as are sufficient in the opinion of Buyer and its counsel to vest in Buyer and its successors or assigns the absolute, legal and equitable title to the Acquired Assets. At the Closing, Buyer shall deliver to Sellers the cash portion of the Purchase Price by wire transfer or cashiers check, and the original stock certificates associated with the stock portion of the Purchase Price. The allocation of said deliveries by the Buyer among the Sellers at the Closing is governed by Section 3 of this Agreement. At the Closing, the Sellers will deliver to the Buyer the following items: (i) assignments in recordable form of all of Sellers’ right, title and interest in and to the Mineral Leases signed by both Sellers or each respective Seller, as appropriate, effective on the Closing Date, (ii) the executed ▇▇▇▇ of Sale in the form of Appendix A to this Agreement, signed by both of the Sellers, and (iii) all books, records, leases, assignments, geological reports and other documents relating in any way to the Acquired Assets. All parties to this Agreement hereby agree to execute all other documents and take all other actions which are reasonably necessary or appropriate in order to effect all of the transactions contemplated by this Agreement. In the event that an Authorization for Expenditures (“AFE’s”) or a Joint Interest Billing (“JIB”) for the Acquired Assets is received and requires payment prior to the Closing Date, Sellers will provide notice in writing to Buyer within three (3) days of their receipt of the AFE or JIB and Sellers covenant to pay the AFE and JIB promptly. Buyer will reimburse Sellers for such payments at the Closing.
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Closing and Further Acts. The Closing of the exchange will occur upon the satisfaction or waiver of the conditions set forth in Section 7 of this Agreement, but no later than August 15, 2003. At the Closing Seller shall deliver to Buyer such bills of sale, deeds, assignments and other instruments of sale, conveyance, assignment and transfer as are sufficient in the opinion of Buyer and its counsel to vest in Buyer and its successors or assigns the absolute, legal and equitable title to the Patents. Buyer shall deliver to Seller stock certificates representing a total of Seventy Million (70,000,000) shares of Buyer's Common), which may then be distributed in kind in liquidation and the winding down of Seller among its shareholders on a pro rata basis if an exemption from Registration is available therefore. All parties to this Agreement hereby agree to execute all other documents and take all other actions which are reasonably necessary or appropriate in order to effect all of the transactions contemplated by this Agreement.
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Closing and Further Acts. The closing of the exchange (the "Closing") will occur upon the satisfaction or waiver of the conditions set forth in Section 9 of this Agreement, but no later than July 1, 1999. At the Closing ZOI shall deliver to CLMI such bills of sale, deeds, assignments and other instruments of sale, conveyance, assignment and transfer as are sufficient in the opinion of CLMI and its counsel to vest in CLMI and its successors or assigns the absolute, legal and equitable title to all of the Acquired Assets. CLMI shall deliver to ZOI stock certificates representing a total of two hundred and twenty thousand (220,000) shares of CLMI Common Stock (which, when issued, will equal approximately 3.14% of the total number of shares of CLMI's Common Stock issued and outstanding on the date of such issuance), which will then be distributed by ZOI to ▇▇▇▇▇. Upon the Closing, or as soon as permissible in accordance with Section 14f of the Securities Exchange Act of 1934, as amended, whichever occurs later, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ will resign as an officer and director of CLMI, and will appoint new directors as designated by ▇▇▇▇▇ to fill the vacancies on CLMI's Board of Directors. Upon the Closing, ▇▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ will each tender to CLMI for redemption and cancellation 1,850,000 shares of CLMI Common Stock which they currently own. All parties to this Agreement hereby agree to execute all other documents and take all other action which are reasonably necessary or appropriate in order to effect all of the transactions contemplated by this Agreement.
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Closing and Further Acts. The closing of the exchange (the "Closing") will occur as soon practicable after the execution of this Agreement by all parties hereto, but not later than July 1, 1999 (the "Closing Date"). At the Closing, Schklair will tender to CLMI certificates and any other documents evidencing 100% of Schklair's ownership in QA, and CLMI will deliver to Schklair a stock certificate evidencing 850,000 shares of the Common Stock, par value $.01 per share, of CLMI being issued to Schklair pursuant to this Agreement. All parties to this Agreement hereby agree to execute all other documents and take all other action which are reasonably necessary or appropriate in order to effect all of the transactions contemplated by this Agreement.
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Closing and Further Acts. The closing of the exchange (the "Closing") will occur upon the satisfaction or waiver of the conditions set forth in Section 7 of this Agreement, but no later than June 30, 1999. At the Closing, the ZOI Shareholders will tender to CLMI certificates and any other documents evidencing 100% of the ZOI Shareholders' ownership in ZOI, and CLMI will deliver to the ZOI Shareholders stock certificates evidencing 6,000,000 shares of the Common Stock, par value $.001 per share, of CLMI being issued to the ZOI Shareholders pursuant to this Agreement, allocated among them as indicated in Exhibit A to this Agreement. Upon the closing, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ will resign as an officer and director of CLMI and ZOI will appoint the new officers and directors of CLMI. Upon the Closing, ▇▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ will each tender to CLMI for redemption and cancellation 1,900,000 shares of CLMI Common Stock which they currently own. CLMI will deliver to ZOI all of its books, records and bank accounts at the Closing. All parties to this Agreement hereby agree to execute all other documents and take all other action which are reasonably necessary or appropriate in order to effect all of the transactions contemplated by this Agreement.
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Closing and Further Acts 
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Closing and Further Acts 
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Related to Closing and Further Acts

  • Cooperation; Further Acts The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

  • Cooperation and Further Assurances Each party will cooperate with the other in fulfilling its obligations under this Plan and will provide such information and documentation as is reasonably requested by the other in carrying out the Plan's terms. Each party will provide such further assurances concerning the performance of its obligations hereunder and execute all documents for or in connection with the consummation of the Acquisition as, with respect to such assurances or documents, the other shall deem necessary or appropriate.

  • Further Acts, etc Mortgagor will, at the cost of Mortgagor, and without expense to Mortgagee, do, execute, acknowledge and deliver all and every such further acts, deeds, conveyances, mortgages, assignments, notices of assignment, Uniform Commercial Code financing statements or continuation statements, transfers and assurances as Mortgagee shall, from time to time, reasonably require, for the better assuring, conveying, assigning, transferring, and confirming unto Mortgagee the property and rights hereby mortgaged, given, granted, bargained, sold, alienated, enfeoffed, conveyed, confirmed, warranted, pledged, assigned and hypothecated (including, without limitation, the assignment of leases and rents contained in Section 8 hereof) or intended now or hereafter so to be, or which Mortgagor may be or may hereafter become bound to convey or assign to Mortgagee, or for carrying out the intention or facilitating the performance of the terms of this Mortgage or for filing, registering or recording this Mortgage. Mortgagor, on demand, will execute and deliver and, Mortgagor hereby authorizes Mortgagee to execute in the name of Mortgagor or without the signature of Mortgagor to the extent Mortgagee may lawfully do so, one or more financing statements, chattel mortgages or other instruments, to evidence more effectively the security interest of Mortgagee in the Mortgaged Property. Notwithstanding anything to the contrary contained herein, Mortgagor shall not be obligated to execute, deliver, file or record any additional documents which increase Mortgagor's obligations under this Mortgage or the Relevant Documents. Mortgagor grants to Mortgagee an irrevocable power of attorney coupled with an interest for the purpose of exercising the rights provided for in Section 19 and this Section 20.

  • Necessary Acts, Further Assurances The Parties shall at their own cost and expense execute and deliver any further documents and shall take such other actions as may be reasonably required or appropriate to carry out the intent and purposes of this Agreement.

  • Additional Documents and Further Assurances Each party hereto, at the request of the other party hereto, shall execute and deliver such other instruments and do and perform such other acts and things as may be necessary or desirable for effecting completely the consummation of this Agreement and the transactions contemplated hereby.