Common use of Closing Documentation Clause in Contracts

Closing Documentation. The Vendor will have received on the Closing Date from, or on behalf of, the Purchasers the following closing documentation: (i) wire transfer(s) in immediately available funds payable to the Vendor, as the Vendor may direct, in the amount of the Purchase Price; (ii) certified copies of the resolutions of the directors of each Purchaser approving this Agreement, the purchase of the Purchased Shares and the payment of the Purchase Price to the Vendor; and (iii) a bring-down certificate of a director or officer of each of the Purchasers, acting in their capacity as a director or officer, as applicable, of such Purchaser and not in their personal capacity, certifying that: (A) to such Purchaser's knowledge, the representations and warranties of such Purchaser set forth in Section 4.1 hereof are true, accurate, and correct in all material respects (other than such representations and warranties which are qualified by materiality, which representations and warranties are true, accurate and correct in all respects) as at the Closing Time and with the same effect as if made at and as of the Closing Time; and (B) such Purchaser has performed, in all material respects, and executed and delivered, as applicable, all obligations, covenants and agreements required by it to be performed, executed and delivered, as applicable, hereunder at or before the Closing Time.

Closing Documentation. The Vendor Purchasers will have received on the Closing Date from, or on behalf of, the Purchasers Vendor the following closing documentation: (i) wire transfer(s) share certificates representing the Purchased Shares issued in immediately available funds payable to the name of the Vendor, or duly executed share transfer forms in respect of the Purchased Shares held in book-entry form, in each case, duly endorsed for transfer to the Purchasers (or Affiliates of the Purchasers), as the Vendor Purchasers may direct, in along with such documents necessary to transfer to the amount of the Purchase PricePurchasers, title to such Purchased Shares; (ii) certified copies of the resolutions of the directors of each Purchaser the Vendor approving this Agreement, Agreement and the purchase transfer of the Purchased Shares and to the payment Purchasers (or Affiliates of the Purchase Price to Purchasers), as the Vendor; andPurchasers may direct; (iii) a bring-down certificate of a director or officer of each of the PurchasersVendor, acting in their capacity as a director or officer, as applicable, of such Purchaser the Vendor and not in their personal capacity, certifying that: (A) to such Purchaser's the Vendor’s knowledge, the representations and warranties of such Purchaser the Vendor set forth in Section 4.1 3.1 hereof are true, accurate, and correct in all material respects (other than such representations and warranties which are qualified by materiality, which representations and warranties are true, accurate and correct in all respects) as at the Closing Time and with the same effect as if made at and as of the Closing Time; and (B) such Purchaser the Vendor has performed, in all material respects, and executed and delivered, as applicable, all obligations, covenants and agreements required by it to be performed, executed and delivered, as applicable, hereunder at or before the Closing Time; and (iv) all other necessary consents, resolutions, approvals, waivers, including waivers of pre-emptive rights, and authorizations required to enable the transfer of the Purchased Shares to the Purchasers as provided for in this Agreement.

Closing Documentation. The Vendor will have received on the Closing Date from, or on behalf of, from the Purchasers Purchaser the following closing documentation: (i) wire transfer(sshare certificate(s) representing the Consideration Shares registered in immediately available funds payable to the name of the Vendor (or an Affiliate of the Vendor, as the Vendor may direct, in the amount of the Purchase Price); (ii) certified copies share certificate(s) representing the Financing Shares registered in the name of the Vendor (or an Affiliate of the Vendor, as the Vendor may direct); (iii) warrant certificate(s) representing the Consideration Warrants registered in the name of the Vendor (or an Affiliate of the Vendor, as the Vendor may direct) in a form acceptable to the Vendor, acting reasonably; (iv) resolutions of the board of directors of the Company, signed by the Purchaser’s nominees thereto, authorizing the transfer of the Interest to the Purchaser, in such form as the Purchaser and Vendor shall agree, acting reasonably; (v) certified copy of a resolution of the directors of each the Purchaser approving this Agreement, the Stock Split, the Concurrent Financing, the purchase of the Purchased Interest and the issue of the Consideration Shares and the payment Consideration Warrants; (vi) a certificate of an officer of the Purchase Price to the Vendor; and (iii) a bring-down certificate of a director or officer of each of the PurchasersPurchaser, acting in their his/her capacity as a director or officer, as applicable, officer of such the Purchaser and not in their his personal capacity, certifying that: (A) certifying, to such Purchaser's knowledge, the best of his/her knowledge that the representations and warranties of such the Purchaser set forth in Section 4.1 3.1 hereof are true, accurate, and correct in all material respects (other than such representations and warranties which are qualified by materiality, which representations and warranties are true, accurate and correct in all respects) as at the Closing Time and with the same effect as if made at and as of the Closing Time; and (B) such Purchaser has performed, Date in all material respects, and executed and deliveredcertifying that the Purchaser has fulfilled and/or performed, as applicablewhen required, all obligations, covenants and agreements required by it of its obligations contained in this Agreement to be performed, executed and delivered, as applicable, hereunder at fulfilled and/or performed on or before the Closing Time.Date; and

Closing Documentation. The Vendor Purchaser will have received on from the Closing Date from, or on behalf of, the Purchasers Seller the following closing documentation: (i) wire transfer(s) such instruments or agreements of sale, transfer, conveyance, assignment or delivery, in immediately available funds payable registrable form or otherwise, in respect of the Purchased Assets that the Purchaser may reasonably require to effect the full and effective sale, transfer, conveyance, assignment or delivery thereof to the Vendor, as the Vendor may direct, in the amount of the Purchase PricePurchaser; (ii) certified copies copy of the resolutions a resolution of the directors of each Purchaser the Corporate Seller approving this Agreement, Agreement and the purchase transfer and assignment to the Purchaser (or an Affiliate of the Purchased Shares and Purchaser, as the payment Purchaser may direct) of the Purchase Price Corporate Sellers’ right, title and interest in and to the Vendor; andPurchased Assets; (iii) a bring-down certificate of each Seller (or in the case of a director or Corporate Seller, of an officer of each of the PurchasersCorporate Seller, acting in their his/her capacity as a director or officer, as applicable, officer of such Purchaser the Corporate Seller and not in their his/her personal capacity), certifying that: (A) certifying, to such Purchaser's knowledge, the best of his knowledge that the representations and warranties of such Purchaser Seller set forth in Section 4.1 2.1 hereof are true, accurate, and correct in all material respects (other than such representations and warranties which are qualified by materiality, which representations and warranties are true, accurate and correct in all respects) as at the Closing Time and with the same effect as if made at and as of the Closing TimeDate, and certifying that such Seller has fulfilled and/or performed, when required, all of his or its obligations contained in this Agreement to be fulfilled and/or performed on or before the Closing Date; (iv) confirmation, satisfactory to the Purchaser, acting reasonably, that all necessary government filings reporting on assessment work completed in 2017 and 2018 in respect of the Horizon Property have been made; and (Bv) such all other necessary consents, resolutions, approvals, waivers and authorizations required to enable the transfer and assignment of the Sellers’ right, title and interest in and to the Purchased Assets to the Purchaser has performed, as provided for in all material respects, and executed and delivered, as applicable, all obligations, covenants and agreements required by it to be performed, executed and delivered, as applicable, hereunder at or before the Closing Time.this Agreement; and

Closing Documentation. The Vendor Purchaser will have received on from the Closing Date from, or on behalf of, the Purchasers Sellers the following closing documentation: (i) wire transfer(s) such instruments or agreements of sale, transfer, conveyance, assignment or delivery, in immediately available funds payable registrable form or otherwise, in respect of the Purchased Assets that the Purchaser may reasonably require to effect the full and effective sale, transfer, conveyance, assignment or delivery thereof to the Vendor, as the Vendor may direct, in the amount of the Purchase PricePurchaser; (ii) certified copies copy of the resolutions a resolution of the directors of each Purchaser the Corporate Sellers approving this Agreement, Agreement and the purchase transfer and assignment to the Purchaser (or an Affiliate of the Purchased Shares and Purchaser, as the payment Purchaser may direct) of the Purchase Price right, title and interest in and to the Vendor; andPurchased Assets; (iii) a bring-down certificate of each Seller (or in the case of a director or Corporate Seller, of an officer of each of the PurchasersCorporate Sellers, acting in their his/her capacity as a director or officer, as applicable, officer of such Purchaser the Corporate Seller and not in their his/her personal capacity), certifying that: (A) certifying, to such Purchaser's knowledge, the best of his knowledge that the representations and warranties of such Purchaser Seller set forth in Section 4.1 2.1 hereof are true, accurate, and correct in all material respects (other than such representations and warranties which are qualified by materiality, which representations and warranties are true, accurate and correct in all respects) as at the Closing Time and with the same effect as if made at and as of the Closing TimeDate, and certifying that such Seller has fulfilled and/or performed, when required, all of his or its obligations contained in this Agreement to be fulfilled and/or performed on or before the Closing Date; (iv) confirmation, satisfactory to the Purchaser, acting reasonably, that all necessary government filings reporting on assessment work completed in 2017 and 2018 in respect of the Horizon Property have been made; and (Bv) such all other necessary consents, resolutions, approvals, waivers and authorizations required to enable the transfer and assignment of the Sellers right, title and interest in and to the Purchased Assets to the Purchaser has performed, as provided for in all material respects, and executed and delivered, as applicable, all obligations, covenants and agreements required by it to be performed, executed and delivered, as applicable, hereunder at or before the Closing Time.this Agreement; and

Closing Documentation. The Vendor Purchaser will have received on from the Closing Date from, or on behalf of, the Purchasers Sellers the following closing documentation: (i) wire transfer(s) such instruments or agreements of sale, transfer, conveyance, assignment or delivery, in immediately available funds payable registrable form or otherwise, in respect of the Purchased Assets that the Purchaser may reasonably require to effect the full and effective sale, transfer, conveyance, assignment or delivery thereof to the Vendor, as the Vendor may direct, in the amount of the Purchase PricePurchaser; (ii) certified copies copy of the resolutions a resolution of the directors of each Purchaser the Corporate Sellers approving this Agreement, Agreement and the purchase transfer and assignment to the Purchaser (or an Affiliate of the Purchased Shares and Purchaser, as the payment Purchaser may direct) of the Purchase Price Corporate Sellers’ right, title and interest in and to the Vendor; andPurchased Assets; (iii) a bring-down certificate of each Seller (or in the case of a director or Corporate Seller, of an officer of each of the PurchasersCorporate Sellers, acting in their his/her capacity as a director or officer, as applicable, officer of such Purchaser the Corporate Seller and not in their his/her personal capacity), certifying that: (A) certifying, to such Purchaser's knowledge, the best of his knowledge that the representations and warranties of such Purchaser Seller set forth in Section 4.1 2.1 hereof are true, accurate, and correct in all material respects (other than such representations and warranties which are qualified by materiality, which representations and warranties are true, accurate and correct in all respects) as at the Closing Time and with the same effect as if made at and as of the Closing TimeDate, and certifying that such Seller has fulfilled and/or performed, when required, all of his or its obligations contained in this Agreement to be fulfilled and/or performed on or before the Closing Date; (iv) confirmation, satisfactory to the Purchaser, acting reasonably, that all necessary government filings reporting on assessment work completed in 2017 and 2018 in respect of the Bonanza Property have been made; and (Bv) such all other necessary consents, resolutions, approvals, waivers and authorizations required to enable the transfer and assignment of the Sellers’ right, title and interest in and to the Purchased Assets to the Purchaser has performed, as provided for in all material respects, and executed and delivered, as applicable, all obligations, covenants and agreements required by it to be performed, executed and delivered, as applicable, hereunder at or before the Closing Time.this Agreement; and