Closing Date Documentation Clause Samples
Closing Date Documentation. Seller shall deliver the following documentation to Buyer on the Closing Date:
2.2.1. A copy of the Guaranty Agreement duly executed by Federal Signal.
2.2.2. A certificate executed by the secretary of Federal Signal certifying as to (i) true and correct copies of the certificate of incorporation and bylaws of Federal Signal, (ii) a true and correct copy of resolutions duly adopted by the board of directors of Federal Signal authorizing the transactions contemplated by this Agreement and the Guaranty Agreement and (iii) the incumbency and specimen signatures of officers authorized to execute the Guaranty Agreement on behalf of Federal Signal.
2.2.3. A certificate executed by the secretary of Seller certifying as to (i) true and correct copies of the certificate of incorporation and bylaws of Seller, (ii) a true and correct copy of resolutions duly adopted by the board of directors of Seller authorizing the transactions contemplated by this Agreement and (iii) the incumbency and specimen signatures of officers authorized to execute the Transaction Documents on behalf of Seller.
2.2.4. A financing statement (Form UCC-1) naming Seller as Debtor (Seller) and Buyer as Secured Party (Buyer) to be filed with the Delaware Secretary of State with respect to the Purchased Assets.
2.2.5. An opinion of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, General Counsel of Federal Signal, with respect to certain corporate matters.
2.2.6. An opinion of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ LLP, outside counsel to Federal Signal, with respect to certain corporate and UCC matters.
2.2.7. Any other documents (including, without limitation, powers of attorney) reasonably requested by Buyer.
Closing Date Documentation. In addition to the other documents required hereunder, as a predicate to the closing of the transactions hereunder, NCS shall supply CCSI with the following on or before the Closing Date.
Closing Date Documentation. Seller shall deliver the following documentation to Buyer on the Closing Date:
2.2.1. A certificate executed by the secretary of Seller certifying as to (i) true and correct copies of the certificate of incorporation and bylaws of Seller, (ii) a true and correct copy of resolutions duly adopted by the board of directors of Seller authorizing the transactions contemplated by this Agreement and (iii) the incumbency and specimen signatures of officers authorized to execute the Transaction Documents on behalf of Seller.
2.2.2. A financing statement (Form UCC-1) naming Seller as Debtor (Seller) and Buyer as Secured Party (Buyer) to be filed with the Delaware Secretary of State with respect to the Purchased Assets.
2.2.3. An opinion of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, General Counsel of Seller, with respect to certain corporate matters.
2.2.4. An opinion of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ LLP, outside counsel to Seller, with respect to certain corporate and UCC matters.
2.2.5. Any other documents (including, without limitation, powers of attorney) reasonably requested by Buyer.
Closing Date Documentation. In addition to the other documents required hereunder, as a predicate to the closing of the transactions hereunder, PEAK COMM and CCSI shall supply each other, as applicable, with the following on or before the Closing Date:
Closing Date Documentation. Borrower shall have received, on or prior to the Closing Date, the following documents:
(a) a certificate of the Secretary of Lender, dated the Closing Date, certifying to Borrower the names of Lender's officers, the offices that each holds and the authenticity of their signatures;
(b) a certificate of the Lender, dated the Closing Date, certifying to Borrower that the conditions specified in Section 4.9 of this Agreement have been fulfilled; and
(c) the opinion of Lender's legal department, dated the Closing Date, in the form attached hereto as Exhibit D.
Closing Date Documentation. In addition to the other documents required hereunder, as a predicate to the closing of the transactions hereunder, CTI shall supply CCSI with the following on or before the Closing Date.
Closing Date Documentation. In addition to the other documents required hereunder, as a predicate to the closing of the transactions hereunder, SIGMACOM shall supply CCSI with the following on or before the Closing Date.
Closing Date Documentation. In addition to the other documents required hereunder, as a predicate to the closing of the transactions hereunder, IEC shall supply C3 with the following on or before the Closing Date.
Closing Date Documentation. In addition to the other documents required hereunder, as a predicate to the closing of the transactions hereunder, BPI shall supply CCSI with the following on or before the Closing Date.