Common use of By SCN Clause in Contracts

By SCN. SCN shall deliver to APT at or prior to the Closing: (i) Certified resolutions of SCN authorizing the execution of all documents and the consummation of all transactions contemplated hereby; (ii) The Purchase Price; (iii) An opinion from SCN's counsel in substantially the form attached hereto as Exhibit 7(b)(ii); (iv) A certificate, duly executed by the President of SCN, stating as of the Closing Date, all representations and warranties of SCN are true, all covenants and agreements contained in the Agreement to be performed by SCN have been performed or complied with and all conditions to Closing have been satisfied; (v) a Service Agreement in substantially the form attached hereto as Exhibit 7(a)(iii); and (vi) Such other instruments as may be reasonably requested by the Shareholders in order to effect to or carry out the intent of this Agreement.

By SCN. SCN shall deliver to APT Exchanger at or prior to the Closing: (i) Certified resolutions Stock Certificates representing the SCN Shares being issued to each of SCN authorizing the execution of all documents and the consummation of all transactions contemplated herebyExchanger Members pursuant to Section 2(c); (ii) The Purchase Price; (iii) An opinion from SCN's counsel in substantially the form attached hereto as Exhibit 7(b)(ii6(b)(vi); (iviii) A certificateCertificate, duly executed by the President of SCN, stating as of the Closing Date, all representations and warranties of SCN are true, all covenants and agreements contained in the Agreement to be performed by SCN have been performed or complied with and all conditions to Closing have been satisfied; (v) a Service Agreement in substantially the form attached hereto as Exhibit 7(a)(iii); and (viiv) Such other instruments as may be reasonably requested by the Shareholders Exchanger Members in order to effect to or carry out the intent of this Agreement.

By SCN. SCN shall deliver to APT AOR at or prior to the Closing: (i) Certified resolutions of SCN authorizing the execution of all documents and the consummation of all transactions contemplated herebythereby; (ii) The Purchase Price; (iii) An opinion from SCN's counsel in substantially the form attached hereto as Exhibit 7(b)(ii); (iv) A certificate, duly executed by the President of SCN, stating as of the Closing Date, all representations and warranties of SCN are true, all covenants and agreements contained in the Agreement to be performed by SCN have been performed or complied with and all conditions to Closing have been satisfied; (v) a Service Agreement in substantially the form attached hereto as Exhibit 7(a)(iii); and (vi) Such other instruments as may be reasonably requested by the Shareholders Physician Owner in order to effect to or carry out the intent of this Agreement.

By SCN. SCN shall deliver to APT AAII at or prior to the Closing: (i) Certified resolutions of SCN authorizing the execution of all documents and the consummation of all transactions contemplated herebythereby; (ii) The Purchase Price; (iii) An opinion from SCN's counsel in substantially the form attached hereto as Exhibit 7(b)(ii); (iv) A certificate, duly executed by the President of SCN, stating as of the Closing Date, all representations and warranties of SCN are true, all covenants and agreements contained in the Agreement to be performed by SCN have been performed or complied with and all conditions to Closing have been satisfied; (v) a Service Agreement in substantially the form attached hereto as Exhibit 7(a)(iii); and (vi) Such other instruments as may be reasonably requested by the Shareholders in order to effect to or carry out the intent of this Agreement.