Documents to be delivered to BUYER Clause Samples

Documents to be delivered to BUYER. Upon delivery and acceptance of the Vessel, Builder shall deliver to Buyer the following documents which shall accompany the Protocol of Delivery and Acceptance: (a) Protocol of Trials of the Vessel made pursuant to the Specifications. (b) Protocol of Inventory of the equipment of the Vessel, including spare parts and the like, all as specified in the Specifications. (c) Protocol of Stores of Consumable Nature referred to under Article VI.3(b), including the original purchase price thereof. (d) Certificates including Builder’s Certificate required to be furnished upon delivery of the Vessel pursuant to this Contract and the Specifications, including: (1) Builder’s Certificate issued by the Builder (2) Classification Certificate issued by the Classification Society (3) Cargo Ship Safety Radio Certificate issued by the Classification Society or other assigned Authority (4) Cargo Ship Safety Construction Certificate issued by the Classification Society or other assigned Authority (5) Cargo Ship Safety Equipment Certificate issued by the Classification Society or other assigned Authority (6) International Load Line Certificate issued by the Classification Society (7) International Tonnage Certificate issued by the Classification Society or other assigned Authority (8) International Oil Pollution Prevention Certificate issued by the Classification Society or other assigned Authority (9) International Air Pollution Prevention Certificate issued by the Classification Society or other assigned Authority (10) International Sewage Pollution Prevention Certificate issued by the Classification Society or other assigned Authority (11) Suez Canal special Tonnage Certificate issued by the Classification Society or other assigned Authority (12) Certificate of International Convention on the Control of Harmful AFS on Ships issued by the Classification Society or other assigned Authority (13) Certificate of EIAPP for Main Engine and Auxiliary Engine issued by the Classification Society or other assigned Authority.

Documents to be delivered to BUYER. At the Closing, Sellers shall deliver or cause to be delivered to Buyer: (a) a certificate of good standing of each Seller, issued as of a recent date by the Secretaries of State of their respective states of incorporation; (b) a bring down certificate of each Seller as described in Section 8.1(a); (c) a certificate of the secretary or an assistant secretary of each Seller, dated the date of the Closing, certifying as to: (i) the resolutions of such Seller's board of directors and, if applicable, stockholders, authorizing the execution and performance of this Agreement and the transactions contemplated hereby; and (ii) incumbency and signatures of the officers executing this Agreement and any of the Sellers' Ancillary Agreements; (d) certificates of title or origin (or like documents) with respect to any vehicles or other equipment included in the Purchased Assets for which a certificate of title or origin is required in order to transfer title; (e) all third party consents obtained by Sellers as of the date of the Closing and related assignments, including the consents and related assignments with respect to the Leased Real Property; (f) a special warranty deed with respect to the Owned Real Property; (g) an extended coverage owner's title insurance policy in the amount of the Purchase Price and Assumed Liabilities allocated to the Owned Real property pursuant to Section 3.3, dated as of the date of the Closing and showing title to the Owned Real Property in the name of Buyer (the "Title Insurance Policy"), or if the Title Insurance Policy cannot be issued at Closing, then a marked up unconditional binder for such insurance dated as of the Closing, in either case subject only to the Permitted Encumbrances; (h) estoppel certificates received with respect to the Leased Real Property; (i) all required real estate transfer declaration or exemption certificates and any other documents as may be otherwise necessary to transfer title of the Owned Real Property to Buyer; (j) all affidavits and other statements as may be reasonably required by the title insurance company in order to issue the Title Insurance Policy; (k) documentation sufficient to convey by transfer or license the Purchased Intellectual Property rights to Buyer from Sellers (the "Intellectual Property Transfer Documents"); (l) the Intellectual Property License Agreement; (m) the real estate lease between Perrigo and Buyer with respect to the LaVergne, Tennessee distribution center in substantially...

Documents to be delivered to BUYER. At the Closing, the following documents shall be delivered to Buyer: (i) Certificate(s) representing the Shares of Whispering Oaks International, Inc. to be delivered pursuant to this Agreement, duly endorsed or accompanied by duly executed stock powers; (ii) A certificate executed by Halters and the Company dated the Closing Date, certifying that: (a) The representations and warranties of Halters and the Company contained in this Agreement are then true in all respects; and (b) Halters and the Company have complied with all agreements and conditions required by this Agreement to be performed or complied wit by it (iii) Resignations executed by all of the Company's officers and directors, and a certificate of the Company setting forth the resolution pursuant to which new directors have been elected for the Company, dated the Closing Date, electing those persons designated by Buyer as directors of the Company; and (iv) All original corporate books and records of the Company which are the possession of Halters.

Documents to be delivered to BUYER. Acceptance of the VESSEL by the BUYER shall be conditional upon receipt by the BUYER from the SELLER of the following duly authenticated documents (all in the English language), which shall accompany the aforementioned PROTOCOL OF DELIVERY AND ACCEPTANCE: (a) PROTOCOL OF TRIALS of the VESSEL made pursuant to the Specifications. (b) PROTOCOL OF INVENTORY of the equipment of the VESSEL, including spare parts and the like, as specified in the Specifications.

Documents to be delivered to BUYER. Upon delivery and acceptance of the VESSEL, the BUILDER shall deliver to the BUYER all necessary documents, including but not limited to those listed below, which shall accompany the PROTOCOL OF DELIVERY AND ACCEPTANCE: (a) PROTOCOL OF TESTS AND TRIALS of the VESSEL made pursuant to the Specifications. (b) PROTOCOL OF INVENTORY of the equipment of the VESSEL, including spare parts and the like, all as specified in the Specifications. (c) PROTOCOL OF STORES OF CONSUMABLE NATURE referred to under Paragraph 6 of Article VI hereof, including the original purchase price thereof. (d) ALL CERTIFICATES, including the BUILDER's CERTIFICATE, required to be furnished upon delivery of the VESSEL pursuant to this Contract and the Specifications. It is agreed that if, through no fault on the part of the BUILDER, the classification certificate and/or other certificates are not available at the time of delivery of the VESSEL, provisional certificates shall be accepted by the BUYER, provided that the BUILDER shall furnish the BUYER with the formal certificates as promptly as possible after such formal certificates have been issued.

Documents to be delivered to BUYER. Upon delivery and acceptance of the DRILLSHIP, the BUILDER shall deliver to the BUYER the following documents, which shall accompany the PROTOCOL OF DELIVERY AND ACCEPTANCE. (a) PROTOCOL OF TRIALS of the DRILLSHIP made pursuant to the Specifications. (b) PROTOCOL OF INVENTORY of the equipment of the DRILLSHIP, including spare parts and the like, as specified in the Specifications. (c) PROTOCOL OF STORES OF CONSUMABLE NATURE referred to under paragraph 6 of Article VI hereof. (d) ALL CERTIFICATES including the BUILDER'S CERTIFICATE required to be furnished upon delivery of the DRILLSHIP pursuant to this Contract and the Specifications. It is agreed that if, through no fault on the part of the BUILDER, the Classification certificates and/or other certificates are not available at the time of delivery of the DRILLSHIP, provisional certificates shall be accepted by the BUYER, provided that the BUILDER shall furnish the BUYER with the formal certificates as promptly as possible after such certificates have been issued. Application and certificate for statutory inspections for the registry of the DRILLSHIP shall be arranged by the BUYER at its expense.

Documents to be delivered to BUYER. Within ten (10) days after the date of Seller's execution of this Agreement or such other time as may be specified below, Seller shall deliver to Buyer at Seller's expense the following items relating to the Property: (a) A title insurance commitment ("Commitment") issued by the Title Company showing the status of record title to the Land and Improvements, along with legible copies of all recorded documents referred to in the Commitment, which Commitment commits to insure title to the Property in the Buyer in the amount of the purchase price under an Owner's Policy, ALTA 1992 with the standard printed exceptions contained in such form deleted and the exception for taxes limited to current year taxes not due or payable. Buyer acknowledges receipt of the Commitment and copies of such documents prior to the date hereof. Exceptions (other than preprinted exceptions) shown on Schedule B-2 of the title insurance commitment are referred to below as the "Permitted Exceptions." (b) A certificate of taxes due covering the Land and the Improvements, prepared by the Treasurer of the County in which the Property is located, which Buyer acknowledges it has received prior to the date hereof. (c) Within thirty (30) days following the date of Seller's execution of this Agreement, two (2) copies of a survey of the Property prepared by a surveyor registered in the State of Colorado which shall meet the minimum standard detail requirements for ALTA/ACSM Land Title Surveys, for an Urban Survey, jointly established and adopted by ALTA and ACSM in 1992, to be dated not more than thirty (30) days prior to the date of this Agreement, certified to Buyer, Buyer's lender and the Title Company as of a recent date. (d) Within ten (10) days of Buyer's request therefor, copies of such Reports as Buyer may specifically request shall be furnished to Buyer pursuant to Section 5.1(a) hereof. (e) A copy of any environmental report concerning the Property in the possession of Seller. (f) A copy of the Leases and all amendments and modifications thereto, if any.

Documents to be delivered to BUYER. Upon delivery and acceptance of each of the Units, Builder shall deliver to Buyer the following documents, which shall be attached to the Protocol of Delivery and Acceptance: 1. List of consumable stores, referred to under Paragraph C.2 of Article VI hereof, including the original purchase price thereof. 2. All certificates, including Builder’s certificate, required to be furnished upon delivery of the Unit pursuant to this Contract and the Specifications. If, through no fault on the part of Builder, the classification and/or other certificates are not available at the time of delivery of the Unit, provisional certificates shall be accepted by Buyer, provided that Builder shall furnish Buyer with the formal certificates as promptly as possible after such formal certificates have been issued. 3. Builder’s B▇▇▇ of Sale certifying that the Unit is delivered to Buyer free and clear of any liens, charges, claims, mortgages, or other encumbrances upon Buyer’s title thereto for which Builder is responsible under this Contract. 4. Drawings pertaining to the Units as stipulated in the Specifications.

Documents to be delivered to BUYER. At the Closing, Seller will deliver or cause to be delivered to Buyer the following documents: (a) Copy of the certification of organization of DBBC, certified as of a recent date by the Secretary of State of the State of Georgia. (b) Copy of the articles of incorporation of Mt. Juliet, certified as of a recent date by the Tennessee Secretary. (c) Copy of the articles of incorporation of Phoenix, certified as of a recent date by the Delaware Secretary. (d) Copy of the articles of incorporation of Phoenix of Hendersonville, certified as of a recent date by the Tennessee Secretary. (e) Certificate of good standing of DBBC, issued as of a recent date by the Secretary of State of Georgia. (f) Certificate of good standing of Phoenix, issued as of a recent date by the Delaware Secretary. (g) Certificate of good standing of Mt. Juliet, issued as of a recent date by the Tennessee Secretary. (h) Certificate of good standing of Phoenix of Hendersonville, issued as of a recent date by the Tennessee Secretary. (i) Certificate of the secretary or an assistant secretary of DBBC, dated the Closing Date, in form and substance reasonably satisfactory to Buyer, as to (i) no amendments to DBBC's certificate of organization since a specified date; (ii) DBBC's Operating Agreement; (iii) the resolutions of DBBC's Members authorizing the execution and performance of this Agreement and the transactions contemplated hereby; and (iv) incumbency and signatures of DBBC's managers executing this Agreement and any Seller Ancillary Agreement. (j) Certificate of the secretary or an assistant secretary of Phoenix, dated the Closing Date, in form and substance reasonably satisfactory to Buyer, as to (i) no amendments to Phoenix's certificate of incorporation since a specified date; and (ii) Phoenix's bylaws. (k) Certificate of the secretary or an assistant secretary of Phoenix of Hendersonville, dated the Closing Date, in form and substance reasonably satisfactory to Buyer, as to (i) no amendments to Phoenix of Hendersonville's articles of incorporation since a specified date; and (ii) Phoenix of Hendersonville's bylaws. (l) Certificate of the secretary or an assistant secretary of Mt. Juliet, dated the Closing Date, in form and substance reasonably satisfactory to Buyer, as to (i) no amendment to Mt. Juliet's articles of incorporation since a specified date; and (ii) Mt. Juliet's bylaws. (m) Certificate of DBBC in form and substance reasonably acceptable to Buyer certifying as to the accu...