Exchanges at Closing Sample Clauses

Exchanges at Closing. 3.2.1 At the Closing Purchasers shall hand over to the Notary a duly executed certified copy of the minutes of the extraordinary shareholders meeting of the Company in which full and unconditional release is granted to Xx. Xxxxxxxx Xxxxxxx as member of the board of directors of the Company pursuant to Art. 698 of the Swiss Code of Obligations (Section 4.1.2 hereinafter); — the original and a certified copy of the application to the competent register of commerce for the deletion of the entries regarding Xx. Xxxxxxxx Xxxxxxx as member of the board of directors of the Company in the register of commerce, prepared and duly executed by the Company (Section 4.1.2 hereinafter).
Sample 1
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Exchanges at Closing. 7.2.1 At the Closing, each Stockholder (a) will deliver to Intuit: (i) the Milkyway Certificate(s) representing the shares of Milkyway Stock held of record or beneficially owned by such Stockholder for the transfer to Intuit, (ii) written stock transfer forms separate from the Milkyway Certificate(s), duly executed by such Stockholder and assigning and transferring all such shares to Intuit, and (iii) a completed and executed form W-8; and (b) will deliver to Chemical Mellon Shareholder Services LLC (the "Escrow Agent") a duly endorsed stock power for the Escrow Shares in the form of Attachment B to the Escrow Agreement.
Sample 1

Related to Exchanges at Closing

  • Deliveries at Closing At the Closing:

  • Deliveries by Buyer at Closing At the Closing, Buyer shall deliver to Seller:

  • Payments at Closing At the Closing, Buyer shall:

  • Buyer’s Deliveries at Closing At the Closing, Buyer shall deliver to Seller the following:

  • Documents at Closing At the Closing, the following documents shall be delivered:

  • Seller’s Deliveries at Closing At the Closing, Seller will deliver or cause to be delivered to Buyer:

  • Authorization Purchase and Sale Terms of the Private Placement Warrants A. Authorization of the Private Placement Warrants. The Company has duly authorized the issuance and sale of the Private Placement Warrants to the Purchaser.

  • Delivery of the Shares at Closing The completion of the purchase and sale of the Shares (the “Closing”) shall occur (the “Closing Date”) on January 24, 2003, at the offices of the Company’s counsel. At the Closing, the Company shall deliver to the Investor one or more stock certificates representing the number of Shares set forth in Section 3 of the Stock Purchase Agreement, each such certificate to be registered in the name of the Investor or, if so indicated on the signature page of the Stock Purchase Agreement, in the name of a nominee designated by the Investor. The Company’s obligation to issue the Shares to the Investor shall be subject to the following conditions, any one or more of which may be waived by the Company: (a) receipt by the Company of a certified or official bank check or wire transfer of funds in the full amount of the purchase price for the Shares being purchased hereunder as set forth in Section 3 of the Stock Purchase Agreement; (b) completion of the purchases and sales under the Agreements with the Other Investors; (c) the accuracy of the representations and warranties made by the Investors and the fulfillment of those undertakings of the Investors to be fulfilled prior to the Closing; and (d) the Closing Date shall have occurred by January 27, 2003. The Investor’s obligation to purchase the Shares shall be subject to the following conditions, any one or more of which may be waived by the Investor: (a) Investors shall have executed Agreements for the purchase of at least 2,045,453 Shares, (b) the representations and warranties of the Company set forth herein shall be true and correct as of the Closing Date in all material respects (except for representations and warranties that speak as of a specific date, which representations and warranties shall be true and correct as of such date) and (c) the Investor shall have received such documents as such Investor shall reasonably have requested, including, a standard opinion of the Company’s counsel as to the matters set forth in Section 4.2 and as to exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), of the sale of the Shares.

  • Deliveries by Seller at Closing At the Closing, Seller shall deliver or cause to be delivered to Buyer the following:

  • Transactions at Closing At the Closing, the following transactions shall occur, which transactions shall be deemed to take place simultaneously and no transaction shall be deemed to have been completed or any document delivered until all such transactions have been completed and all required documents delivered:

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