Common use of Closing Deliveries of the Purchaser Clause in Contracts

Closing Deliveries of the Purchaser. At the Time of Closing, the Purchaser will deliver or cause to be delivered: (a) share certificates evidencing the Payment Shares registered as directed by the Shareholders (or by MindLeap on behalf of the Shareholders); (b) the Purchaser having advanced that portion of Working Capital payable under Section 2.07; (c) a certificate of one of the Purchaser’s senior officers, dated as of the Closing Date, certifying: (i) that attached thereto are true and complete copies of the notice of articles and articles of the Purchaser (and all amendments thereto as in effect as on such date); (ii) all resolutions of the board of directors of the Purchaser approving the entering into of this Agreement and all ancillary agreements contemplated herein and the completion of the Transaction, including the issuance of the Payment Shares, and (iii) as to the incumbency and genuineness of the signature of each officer of Purchaser executing this Agreement or any of the other agreements or documents contemplated hereby; (d) the officer’s certificates referred to in Sections 3.02(c) and 3.02(d); (e) a certificate of status for the Purchaser; (f) a copy of the Escrow Agreement, duly executed by the Purchaser and the Intermediary; (g) a copy of the Bonus Share Agreement duly executed by the Purchaser, and (h) favourable legal opinion regarding customary corporate and securities law matters from counsel to the Purchaser, in form and substance satisfactory to MindLeap and their counsel, each acting reasonably.

Closing Deliveries of the Purchaser. At the Time of Closing, the Purchaser will deliver or cause to be delivered: (a) share certificates evidencing the Payment Shares, provided, however, that certificates evidencing any Payment Shares registered as directed by required to be held in escrow in accordance with the Shareholders (or by MindLeap on behalf requirements of the Shareholders)CSE, or otherwise, shall be delivered directly to the Escrow Agent; (b) if required, an escrow agreement in a form satisfactory to the Purchaser having advanced that portion of Working Capital payable under Section 2.07CSE, among the Purchaser, the Escrow Agent and such Shareholders as may be required by the CSE to be parties thereto, duly executed by the Purchaser; (c) a certificate of one of the Purchaser’s senior officers, dated as of the Closing Date, certifyingcertifying that attached thereto are: (i) that attached thereto are true and complete copies of the notice of articles and articles of the Purchaser (and all amendments thereto as in effect as on such date); and (ii) all resolutions of the board of directors of the Purchaser approving the entering into of this Agreement and all ancillary agreements contemplated herein and the completion of the Transaction, including the issuance of the Payment Shares, and (iii) as to the incumbency and genuineness of the signature of each officer of Purchaser executing this Agreement or any of the other agreements or documents contemplated hereby; (d) the officer’s certificates referred to in Sections 3.02(c3.03(d) and 3.02(d3.03(e);; and (e) a certificate of status good standing for the Purchaser; (f) a copy of the Escrow Agreement, duly executed by the Purchaser and the Intermediary; (g) a copy of the Bonus Share Agreement duly executed by the Purchaser, and (h) favourable legal opinion regarding customary corporate and securities law matters from counsel to the Purchaser, in form and substance satisfactory to MindLeap and their counsel, each acting reasonably.

Closing Deliveries of the Purchaser. At the Time of Closing, the Purchaser will deliver or cause to be delivered: (a) share certificates evidencing the Payment Shares registered as directed by the Shareholders (or by MindLeap Mydecine on behalf of the Shareholders); (b) the Purchaser having advanced that portion of Working Capital payable under Section 2.07; (c) a certificate of one of the Purchaser’s senior officers, dated as of the Closing Date, certifying: (i) that attached thereto are true and complete copies of the notice of articles and articles of the Purchaser (and all amendments thereto as in effect as on such date); (ii) all resolutions of the board of directors of the Purchaser approving the entering into of this Agreement and all ancillary agreements contemplated herein and the completion of the Transaction, including the issuance of the Payment Shares, and (iii) as to the incumbency and genuineness of the signature of each officer of Purchaser executing this Agreement or any of the other agreements or documents contemplated hereby; (dc) the officer’s certificates referred to in Sections 3.02(c3.02(d) and 3.02(d3.02(e); (ed) a certificate of status for the Purchaser; (f) a copy of the Escrow Agreement, duly executed by the Purchaser and the Intermediary; (g) a copy of the Bonus Share Agreement duly executed by the Purchaser, ; and (he) favourable legal opinion regarding customary corporate and securities law matters from counsel to the Purchaser, in form and substance satisfactory to MindLeap Mydecine and their counsel, each acting reasonably.

Closing Deliveries of the Purchaser. At the Time of Closing, the Purchaser will deliver or cause to be delivered: (a) share certificates (or DRS) evidencing the Payment Shares registered as directed by the Shareholders (or by MindLeap on behalf of the Shareholders)Shares; (b) the Purchaser having advanced that portion of Working Capital payable under Section 2.07; (c) a certificate of one of the Purchaser’s senior officers, dated as of the Closing Date, certifying: (i) that attached thereto are true and complete copies of the notice of articles and articles of the Purchaser (and all amendments thereto as in effect as on such date); and (ii) all resolutions of the board of directors of the Purchaser approving the entering into of this Agreement and all ancillary agreements contemplated herein and the completion of the Transaction, including the issuance of the Payment Shares, and (iii) as to the incumbency and genuineness of the signature of each officer of Purchaser executing this Agreement or any of the other agreements or documents contemplated hereby; (dc) the officer’s certificates referred to in Sections 3.02(c3.03(d) and 3.02(d3.03(e); (d) if applicable, duly executed copies of any Shareholder Consent Agreement referred to in Section 3.02(b) signed by the Purchaser; (e) a certificate duly executed copy of status for the PurchaserExecutive Employment Agreement; (f) a copy resolutions consented to in writing by the board of directors of the Escrow Agreement, duly executed by Purchaser appointing ▇▇▇▇▇ ▇▇▇ as a director of the Purchaser and such that upon Closing the Intermediary;Purchaser’s board of directors be comprised of no more than four (4) directors of which one (1) will be ▇▇▇▇▇ ▇▇▇; and (g) a copy certificate of the Bonus Share Agreement duly executed by good standing for the Purchaser, and (h) favourable legal opinion regarding customary corporate and securities law matters from counsel to the Purchaser, in form and substance satisfactory to MindLeap and their counsel, each acting reasonably.