INITIAL CLOSING AND CONDITIONS PRECEDENT Clause Samples
The "Initial Closing and Conditions Precedent" clause defines the requirements and steps that must be satisfied before the formal completion (or "closing") of a transaction can occur. Typically, this clause lists specific actions, documents, or approvals that each party must provide or obtain, such as regulatory consents, delivery of signed agreements, or confirmation of certain facts. By clearly outlining these prerequisites, the clause ensures that all necessary conditions are met before the transaction is finalized, thereby reducing the risk of disputes and ensuring both parties are prepared for closing.
INITIAL CLOSING AND CONDITIONS PRECEDENT. A meeting shall take place on the Initial Closing Date at the offices of Brown & Wood, 7 Princes Court, London EC2R 8AQ, or such offi▇▇▇ ▇s t▇▇ ▇ar▇▇▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇ler shall deliver to the Security Trustee (upon request), Funding and the Mortgages Trustee or the representative of such party (or procure such delivery to such party of) the following documents:
(a) an original power of attorney in the form set out in Schedule 10 (Power of Attorney in favour of the Mortgages Trustee, Funding and the Security Trustee) duly executed by the Seller;
(b) a certificate of solvency in relation to the Seller dated as at the Initial Closing Date (in the form of the agreed draft) duly executed by the Seller;
(c) a list of the Mortgage Loans in the Initial Mortgage Portfolio;
(d) an assignment of the Insurance Contracts to the extent that such Insurance Contracts relate to the Initial Mortgage Portfolio in the form set out in Schedule 3 (Assignment of Insurance Contracts) duly executed by the Seller; and
(e) a certified copy of the board minutes of the securitisation sub-committee of the Seller authorising its duly appointed representatives to agree the sale and assignment of the Initial Mortgage Portfolio and authorising the execution and performance of this Agreement, the Mortgages Trust Deed, the Administration Agreement, the other Transaction Documents and all of the documentation to be entered into pursuant to the Transaction Documents.