Deliveries of the Vendor. The Vendor shall deliver or cause to be delivered to the Purchaser on or before the Closing Date the following:
Deliveries of the Vendor. At the Closing, the Vendor shall deliver:
Deliveries of the Vendor. At the Closing Time, the Vendors will have delivered to the Purchaser the following in form and substance satisfactory to the Purchaser, acting reasonably: in addition to the conveyancing agreement under Subsection 6.2(i), evidence that all necessary steps and proceedings to permit the Purchased Units to be transferred to the Purchaser or its nominee(s) have been taken; the Flow of Funds Memorandum, duly executed by the Vendors and the Company; a written direction to the Purchaser executed by the Vendors irrevocably directing the Purchaser to issue a treasury direction (the “Treasury Direction”) to its transfer agent directing the issuance of the Shares, including detailed information on the subscribers for such Shares in satisfaction of certain Other Liabilities as necessary or desired by the Purchaser’s transfer agent and counsel; lock-up agreements (a form of which is attached hereto as Exhibit E) and subscription agreements for any person subscribing for Shares pursuant to the Treasury Direction, if not previously delivered; certified copies of (i) the Operating Agreement and the Certificate of Formation of the Company, (ii) resolutions of the unitholders and/or governors of the Company, and the board of directors and/or shareholders of Mid Atlantic authorizing the entering into and completion of the transactions contemplated by this Agreement, and (iii) a list of the members, governors, directors, and officers of each of Mid Atlantic and the Company authorized to sign agreements together with their specimen signatures; a certificate of status, compliance, good standing or like certificate with respect to Mid-Atlantic and the Company, issued by the appropriate Governmental Authority in their respective jurisdictions of incorporation and, in the case of the Company, of each jurisdiction in which the Company carries on the Business as identified in Schedule 3.1.1; the certificates referred to in paragraphs 5.1.1(a) and 5.1.1(b); the Escrow Agreement or executed counterpart signatures of the Vendors thereto; an opinion of Washington Counsel, dated the Closing Date, addressed to the Purchaser and addressed to, or for the reliance of, the Agents and the Subscription Receipt Holders, in a form acceptable to the Parties hereto; employment agreements duly executed by the Company and duly executed by each of Xxxxxx Xxxx and Xxxx Xxxxxxxx in the forms attached hereto as Schedule 5.2.5(a) and 5.2.5(b), respectively; xxxx executed resignations effective as at the ...
Deliveries of the Vendor. At the Closing Time, the Vendor will have delivered to the Purchaser the following in form and substance satisfactory to the Purchaser acting reasonably: in addition to the share certificates representing the Purchased Shares required under Subsection 6.2(i), evidence that all necessary steps and proceedings to permit the Purchased Shares to be transferred to the Purchaser or its nominee(s) have been taken; and all other documentation and evidence reasonably requested by the Purchaser in order to establish the due authorization and completion of and effectively implement the transactions contemplated by this Agreement.
Deliveries of the Vendor. 8.1 At Closing, if the conditions precedent contained in Clause 7.0 are satisfied or waived, the Vendor shall deliver or cause to be delivered to and in favour of the Purchaser, against those deliveries required to be made by the Purchaser, the following;
Deliveries of the Vendor. (a) At Closing, if the conditions precedent contained in clauses 10.1 and 10.3 are satisfied or waived by the Vendor, the Vendor shall deliver or cause to be delivered to and in favour of the Purchaser, against those deliveries required to be made by the Purchaser, the following:
Deliveries of the Vendor. (a) On or before June 21, 2023 (the “Delivery Date”), the Vendor will deliver or cause to be delivered to the Purchasers, or Computershare, as applicable, the following documents and materials the direct registration statement representing the Purchased Shares, registered in the name of the Vendor for cancellation, or such other evidence of cancellation as required by Computershare, along with a duly executed irrevocable securities transfer form and letter of instruction, including any required signature or medallion guarantee, with respect to the Purchased Shares, and any other documents required by and in accordance with the requirements of Computershare, so as to register the Purchased Shares in the names of the Purchasers; and
Deliveries of the Vendor. Upon fulfillment of all of the conditions set forth in Section 7.3 which have not been waived, as provided in Section 7.3, the Vendor shall at the Closing deliver or cause to be delivered to the Purchaser all documents required to be delivered under the Agreement, including:
