Execution and Delivery of Documents; The Closing Sample Clauses

Execution and Delivery of Documents; The Closing. (a) The Closing of the purchase and sale of the Debentures (the "Closing") shall take place simultaneously with the execution and delivery of this Agreement (the "Closing Date"). On the Closing Date,
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Execution and Delivery of Documents; The Closing. (a) The Closing of the purchase and sale of the shares of Consideration Stock (the "Closing") shall take place within sixty (60) days from the date hereof (the "Closing Date"). On the Closing Date,
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Execution and Delivery of Documents; The Closing. (a) The Closing of the purchase and sale of the Shares (the “Closing”) shall take place simultaneously with the execution and delivery of this Agreement (the “Closing Date”). On the Closing Date, (i) the Company shall execute and deliver to the Purchaser the certificates representing the Shares, which Shares shall have the respective rights, preferences and privileges as set forth in the Articles of Amendment annexed as Exhibit A hereto; and (ii) the Purchaser shall deliver to the Company the Purchase Price, payable in cash or other immediately available funds, for the Shares. SECTION III REPRESENTATIONS AND WARRANTIES 3.1
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Execution and Delivery of Documents; The Closing. The Closing of the purchase and sale of the Debentures (the "Closing") shall take place simultaneously with the execution and delivery of this Agreement (the "Closing Date"). On the Closing Date, the parties shall execute and deliver the Escrow Agreement to the Escrow Agent; the Company shall deliver to the Purchaser the (A) the Disclosure Documents, (B) a duly executed copy of the Merger Agreement and (B) the legal opinions of counsel to the Company substantially in the form of EXHIBIT H and EXHIBIT I annexed hereto, addressed to the Purchaser and dated the date hereof; the Company shall deliver to the Escrow Agent (A) original and duly executed Debentures registered in the name of the Purchaser and/or its assigns in the amount set forth in SCHEDULE 1, (B) an original and duly executed Power of Attorney and (C) certificates representing the original Escrow Shares; the Company shall execute and deliver to the Purchaser a certificate of its Chief Financial Officer, in the form of EXHIBIT J annexed hereto, certifying that attached thereto is a copy of resolutions duly adopted by the Board of Directors of the Company authorizing the Company to execute and deliver the Transaction Documents and to enter into the transactions contemplated thereby and the appointment, pursuant to Section 4.14 hereof, of the attorney-in-fact pursuant to the Power of Attorney (the "Attorney-in-Fact"); and the Purchaser shall deliver to the Escrow Agent the Purchase Price by wire transfer of immediately available funds in the amount of Five Hundred Thousand Dollars ($500,000) pursuant to written wire transfer instructions delivered by the Escrow Agent to the Purchaser at least three (3) Business Days prior to the Closing. If this Agreement is terminated pursuant to Section 5.1 hereof, then, within two (2) Business Days from the date of termination, either the Company or the Purchaser shall notify the Escrow Agent of same, and the Escrow Agent shall, within two (2) Business Days of its receipt of such notice, return the Purchase Price to the Purchaser;
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Related to Execution and Delivery of Documents; The Closing

  • Execution and Delivery of Documents On or prior to execution of this Agreement:

  • Closing and Delivery of Documents At the Closing, the following shall occur as a single integrated transaction:

  • Execution and Delivery of Agreement Each of the parties shall be entitled to rely on delivery by fax transmission of an executed copy of this agreement by the other party, and acceptance of such fax copies shall create a valid and binding agreement between the parties.

  • Execution and Delivery of Closing Documents Seller shall have executed and acknowledged, as appropriate, and shall be ready, willing and able to deliver to Buyer all of the documents described in Section 9.03.

  • Authorization, Execution and Delivery of Agreement This Agreement has been duly authorized and validly executed and delivered by each of the Enterprise Parties.

  • Authorization, Execution and Delivery of this Agreement This Agreement has been duly authorized, executed and delivered by each of the Partnership Parties.

  • Execution and Delivery of this Agreement This Agreement has been duly authorized, validly executed and delivered by each of the Teekay Parties.

  • Authorization, Execution and Delivery The execution and delivery of this Note by the Borrower and the performance of its obligations hereunder have been duly authorized by all necessary corporate action in accordance with all applicable Laws. The Borrower has duly executed and delivered this Note.

  • Authority; Execution and Delivery The Company hereby represents and warrants that the Company has full corporate power and authority to enter into this Warrant and to issue Shares in accordance with the terms hereof. The execution, delivery and performance of this Warrant by the Company have been duly and effectively authorized by the Company. This Warrant has been duly executed and delivered by the Company and constitutes the legal, valid and binding obligation of the Company enforceable against the Company in accordance with its terms.

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