Common use of Closing and Conditions Precedent Clause in Contracts

Closing and Conditions Precedent. A meeting shall take place on the date of the sale and assignment of the relevant New Mortgage Portfolio at the offices of the Seller or at such other office as may be agreed by the parties at which the Seller shall deliver to the Security Trustee and (from and including the Funding 2 Programme Date) the Funding 2 Security Trustee or their respective representatives the following documents: (a) a certificate of solvency in relation to the Seller dated the relevant Assignment Date (in the form of the agreed draft) duly executed by the Seller; (b) an assignment of the Insurance Contracts to the extent that such Insurance Contracts relate to the New Mortgage Portfolio in the form set out in Schedule 3 (Assignment of Insurance Contracts) duly executed by the Seller; (c) a certificate of a duly authorised officer of the Seller attaching a copy of the board minutes referred to in paragraph (e) of Clause 3.1 (Initial Closing and Conditions Precedent) and confirming that the resolutions referred to therein are in full force and effect and have not been amended or rescinded as at the date of the certificate; and (d) a Scottish Trust Deed in respect of the Scottish Mortgage Loans in the New Mortgage Portfolio (if any) and their Related Security, in the form set out in Schedule 11 and with the annexure thereto duly completed, duly executed by the Seller, and in any case, after the Funding 2 Programme Date, where only one certificate or instrument (in each case, the "Relevant Document") is available under (a), (b), (c) and/or (d) above and whilst the Funding Security Trustees remain the same entity, delivery of the Relevant Documentation to one Funding Security Trustee shall be deemed to be delivery to both of them.

Closing and Conditions Precedent. A meeting shall take place on the date of the sale and assignment of the relevant New Mortgage Portfolio at the offices of the Seller or at such other office as may be agreed by the parties at which the Seller shall deliver to the Security Trustee and (from and including the Funding 2 Programme Date) the Funding 2 Security Trustee or their respective representatives the following documents: (a) a certificate of solvency in relation to the Seller dated the relevant Assignment Date (in the form of the agreed draft) duly executed by the Seller; (b) an assignment of the Insurance Contracts to the extent that such Insurance Contracts relate to the New Mortgage Portfolio in the form set out in Schedule 3 (Assignment of Insurance Contracts) duly executed by the Seller; (c) a certificate of a duly authorised officer of the Seller attaching a copy of the board minutes referred to in paragraph (e) of Clause 3.1 (Initial Closing and Conditions Precedent) and confirming that the resolutions referred to therein are in full force and effect and have not been amended or rescinded as at the date of the certificate; and (d) a Scottish Trust Deed in respect of the Scottish Mortgage Loans in the New Mortgage Portfolio (if any) and their Related Security, in the form set out in Schedule 11 and with the annexure thereto duly completed, duly executed by the Seller, and in any case, after the Funding 2 Programme Date, where only one certificate or instrument (in each case, the "Relevant Document") is available under (a), (b), (c) and/or (d) above and whilst the Funding Security Trustees remain the same entity, delivery of the Relevant Documentation to one Funding Security Trustee shall be deemed to be delivery to both of them.