Common use of Closing Deliveries of the Purchaser Clause in Contracts

Closing Deliveries of the Purchaser. (a) At the Closing, the Purchaser shall deliver or cause to be delivered to the Seller all of the following: (i) a certificate of compliance for the Purchaser issued as of a recent date by Corporations Canada; (ii) a certificate of an officer of the Purchaser, dated the Closing Date, in form and substance reasonably satisfactory to the Seller, certifying to the resolutions adopted by the board of directors of the Purchaser authorizing and approving the execution and delivery of this Agreement and the Ancillary Agreements to which the Purchaser is a party and the consummation of the Contemplated Transactions, which resolutions shall have been certified as true, correct and in full force and effect without rescission, revocation or amendment as of the Closing Date; (iii) the certificate of the Purchaser required to be delivered pursuant to Section 6.1(c); (iv) the License Agreement, the Pension Plan and Employee Benefit Plan Agreement, the Pension Assignment and Assumption Agreements, the Transition Services Agreement and the Sublease, each duly executed by the Purchaser; and (v) written evidence of the Competition Act Approval. (b) At the Closing, the Purchaser shall pay or cause to be paid to the Seller, by wire transfer of immediately available funds, an amount equal to (i) the Purchase Price minus (ii) the Adjustment Holdback.