Common use of Completion Documentation Clause in Contracts

Completion Documentation. The Sellers shall deliver to the Buyer: (a) duly completed and executed transfers of the Sale Shares in favour of the Buyer or as it directs; (b) share certificates in respect of the Sale Shares (or a duly executed deed of indemnity in the agreed form in favour of the Company with respect to any certificate which has been lost or destroyed); (c) the Disclosure Letter, duly executed by the Warrantors; (d) the Retention Agreement, duly executed by the Sellers' Representative; (e) letters (executed as a deed in the agreed form) from: (i) ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ as the secretary of the Company; and (ii) ▇▇▇▇▇▇ ▇▇▇▇▇▇ as a director of the Company, resigning from their respective offices; (f) the Service Agreement, duly executed by ▇▇▇▇▇▇ ▇▇▇▇▇▇; (g) the unaudited financial statements of the Company for the financial years 2021 and 2022 and up-to-date financial information for the financial year 2022 in the agreed form; (h) a letter in the agreed form from ▇▇▇▇▇▇ ▇▇▇▇▇▇ confirming that he has ceased to be a registrable person (within the meaning of section 790C of the Companies Act 2006); (i) releases (executed as a deed in the agreed form) of all and any claims that the Sellers and their respective Connected Parties may have against the Company; (j) evidence satisfactory to the Buyer of the authority of any person executing any of the documents delivered to the Buyer under this Paragraph 1 on behalf of any other person; (k) the original of the certificate of incorporation and all (if any) certificates of incorporation on change of name of the Company; (l) the register of members and other statutory registers and minute books of the Company duly made up to Completion; (m) all passcodes, identification numbers and other information required to operate any electronic filing or similar arrangement which the Company has with the Registrar of Companies or any similar registry in any other jurisdiction; (n) all the current cheque books, paying in books and unused cheques of the Company and all relevant passcodes and identification numbers in respect of any online banking facilities; and (o) duly executed copies of the Option Exercise Notices signed by each Option Holder.

Completion Documentation. The At Completion, the Sellers shall deliver to , or, where expressly stated, make available to, the Buyer: (a) duly completed and executed transfers of the Sale Shares in favour of the Buyer or as it directs; (b) share certificates in respect of the Sale Shares (or a duly executed deed of indemnity in the agreed form in favour of the Company with respect to any certificate which has been lost or destroyed); (c) the Disclosure Letter, duly executed by each of the Warrantors; (d) the Retention Option Documents, duly executed by the Optionholder and the Company; (e) the Escrow Agreement, duly executed by the Sellers' Representative; (ef) the Escrow Fee Letter, duly executed by the Sellers' Representative; (g) letters (executed as a deed in the agreed form) from: (i) ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇ as the secretary directors of the Company; and (ii) ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇ as a director directors and/or the secretary of the Company, each Subsidiary (as applicable); resigning from their respective offices; (fh) the Service AgreementSettlement Agreements, duly executed by the Company and each of ▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇; (g) the unaudited financial statements of the Company for the financial years 2021 and 2022 and up-to-date financial information for the financial year 2022 in the agreed form; (hi) a letter in the agreed form from ▇▇▇▇▇▇ ▇▇▇▇▇▇ any person who is a registrable person (within the meaning of section 790C of the Companies Act 2006) or a registrable relevant legal entity (within the meaning of section 790C of the Companies Act 2006) in relation to any Group Company confirming that he has they have ceased to be a registrable person (within the meaning of section 790C of the Companies Act 2006); ) or a registrable relevant legal entity (iwithin the meaning of section 790C of the Companies Act 2006) releases (executed as a deed in relation to the agreed form) of all and any claims that the Sellers and their respective Connected Parties may have against the relevant Group Company; (j) evidence satisfactory to the Buyer of the authority of any person executing any of the documents delivered to the Buyer under this Paragraph 1 on behalf of any other person; (k) the original of the certificate of incorporation and all (if any) certificates of incorporation on change of name of the Company; (l) the register of members and other statutory registers and minute books of the each Group Company duly made up to Completion, (to be made available, at each Group Company's registered office); (mk) all passcodes, identification numbers and other information required to operate any electronic filing or similar arrangement which the any Group Company has with the Registrar of Companies or any similar registry in any other jurisdiction;(to be made available, at each Group Company's registered office); and (nl) all the current cheque books, paying in books and unused cheques of the each Group Company and all relevant passcodes and identification numbers in respect of any online banking facilities; and (o) duly executed copies of the Option Exercise Notices signed by to be made available, at each Option Holder.Group Company's registered office). ​ ​