Parent’s Performance. At the Closing, Parent shall deliver to RMO each of the following: 10.1.2.1. the certificate of the President of Parent described in Section 9.2; 10.1.2.2. certificates of existence or good standing of Parent and the Acquisition Sub, as of the most recent practicable date, from the appropriate Governmental Authority of the jurisdiction of its incorporation; 10.1.2.3. Secretary or Assistant Secretary certified copies of resolutions of the board of directors of Parent approving the transactions contemplated by this Agreement; 10.1.2.4. Secretary or Assistant Secretary certificates of incumbency for the officers of Parent who sign on behalf of Parent this Agreement and any other documents, instruments or agreements to be entered into by Parent pursuant hereto; 10.1.2.5. such other evidence of the performance of all covenants and satisfaction of all conditions required of Parent by this Agreement, at or prior to the Closing, as RMO or the Company may reasonably require; and 10.1.2.6. a receipt of Parent evidencing Parent’s receipt of the Company Interests.
Appears in 1 contract
Sources: Merger Agreement (Energy West Inc)
Parent’s Performance. At the Closing, Parent shall deliver to RMO Shareholders each of the following:
10.1.2.1. the certificate of the President of Parent described in Section 9.2;
10.1.2.2. certificates of existence or good standing of Parent and the Acquisition SubSubs, as of the most recent practicable date, from the appropriate Governmental Authority of the jurisdiction of its incorporation;
10.1.2.3. Secretary or Assistant Secretary certified copies of resolutions of the board of directors of Parent approving the transactions contemplated by this Agreement;
10.1.2.4. Secretary or Assistant Secretary certificates of incumbency for the officers of Parent who sign on behalf of Parent this Agreement and any other documents, instruments or agreements to be entered into by Parent pursuant hereto;
10.1.2.5. such other evidence of the performance of all covenants and satisfaction of all conditions required of Parent by this Agreement, at or prior to the Closing, as RMO Shareholders or the Company Companies may reasonably require; and
10.1.2.6. a receipt of Parent evidencing Parent’s receipt of the Company InterestsCommon Stock.
Appears in 1 contract
Sources: Merger Agreement (Energy West Inc)