Common use of Vendor Documents Clause in Contracts

Vendor Documents. On the Closing, the Vendor shall cause its solicitors to deliver the following documents to the Purchaser's solicitors in a form satisfactory to the Purchaser upon reasonable solicitor's trust conditions for use of the purchase monies to discharge existing financial encumbrances as are customary for transactions of this nature in British Columbia: (a) Assignment by the Vendor to the Purchaser all TTI Student Contracts; (b) Assignment by the Vendor to the Purchaser of Approvals; (c) Assignment by the Vendor to the Purchaser or its affiliate of the AHLA License to CIBT Education Group Corp. or such other person as the Purchaser may designate with the consent of the Licensor affixed thereto (the “AHLA License Assignment”); (d) ▇▇▇▇ of Sale for the Assets; (e) an executed copy of the ▇▇▇▇▇▇▇ Employment Agreement and the ▇▇▇▇▇▇ Consulting Agreement; (f) the Collateral Mortgage and ancillary documents including acknowledgement of standard mortgage terms; (g) Subleases (the “Subleases”) of the Existing TTI Premises for the period from the Closing Date to May 30, 2008, consented to by the Landlords thereof with rental amount to be paid thereunder for the month equal to the rent under the TTI Existing Premises Leases; (h) Corporate resolutions of the Vendor and its shareholders authorizing this transaction; (i) Opinion of the Vendor’s counsel regarding the status of the Vendor and authorization of this transaction; (j) the Trust Agreement; (k) Statutory Declaration of the Covenantors confirming accuracy of representations and warranties and fulfillment of closing conditions; (l) election under S.167 of the Excise Tax Act; (m) such other documentation as the Purchaser reasonably requires to effect the terms and provisions of this Agreement; Documents shall generally be prepared by the Purchaser and submitted to the Vendor for execution in the normal course of transactions of this nature in the Province of British Columbia. On Closing the Vendor will deliver to the Purchaser possession of the Assets and the TTI Existing Premises.

Appears in 1 contract

Sources: Purchase Agreement (CIBT Education Group Inc.)

Vendor Documents. On the Closing, the Vendor shall cause its solicitors to deliver the following documents to the Purchaser's solicitors in a form satisfactory to the Purchaser upon reasonable solicitor's trust conditions for use of the purchase monies to discharge existing financial encumbrances as are customary for transactions of this nature in British Columbia: (a) Assignment by the Vendor to the Purchaser all TTI Concordia Student Contracts; (b) Assignment by the Vendor to the Purchaser of Approvals; (c) Assignment by the Vendor to the Purchaser or its affiliate of the AHLA License to CIBT Education Group Corp. or such other person as the Purchaser may designate with the consent of the Licensor affixed thereto (the “AHLA License Assignment”); (d) ▇▇▇▇ of Sale for the Assets; (ed) an executed copy of the ▇▇▇▇▇▇▇ Employment Kang Agreement; CIBT Purchase Agreement and - Concordia - Aug 27 2008 (e) A sublease by the ▇▇▇▇▇▇ Consulting Agreementtenant under the Lease to the Purchaser for the term of the Lease minus 5 days or such shorter period of time as may be required by the Purchaser, at its option; (f) the Collateral Mortgage and ancillary documents including acknowledgement of standard mortgage terms; (g) Subleases (the “Subleases”) of the Existing TTI Premises for the period from the Closing Date to May 30, 2008, consented to by the Landlords thereof with rental amount to be paid thereunder for the month equal to the rent under the TTI Existing Premises Leases; (h) Corporate resolutions of the Vendor and its shareholders authorizing this transaction; (ig) Opinion of the Vendor’s 's counsel regarding the status of the Vendor and authorization of this transaction; (jh) the Trust Agreement; (ki) Statutory Declaration of the Covenantors Covenantor confirming accuracy of representations and warranties and fulfillment of closing conditions; (lj) election under S.167 of the Excise Tax Act; (mk) such other documentation as the Purchaser reasonably requires to effect the terms and provisions of this AgreementAgreement including without limitation assignment of tradenames and trademarks associated with the education activities of the Vendor; Documents shall generally be prepared by the Purchaser and submitted to the Vendor for execution in the normal course of transactions of this nature in the Province of British Columbia. On Closing the Vendor will deliver to the Purchaser possession of the Assets and the TTI Concordia Existing Premises.

Appears in 1 contract

Sources: Offer and Agreement to Purchase (CIBT Education Group Inc.)