Common use of Deliveries by Purchaser at Closing Clause in Contracts

Deliveries by Purchaser at Closing. At or before Closing Time, the Vendor and/or the Vendor’s counsel shall have received from the Purchaser the following: (a) a certificate of the Purchaser, duly executed by a senior officer of the Purchaser, on behalf of the Purchaser and not in such officer’s personal capacity, stating that, except as disclosed in such certificate, (i) the representations and warranties of Purchaser contained in this Agreement are true, accurate and complete in all material respects as at Closing Time, (ii) the Purchaser’s covenants and obligations hereunder has been satisfied and performed, and (iii) each of the conditions for the benefit of the Purchaser set forth in Section 8.1 has been satisfied or waived; (b) a certificate of good standing of the Purchaser; (c) a duly executed Contingent Right Certificate representing 48,000,000 MIZA Contingent Rights delivered to the Escrow Agent appointed under the TSXV Escrow Agreement; (d) a direct registration statement issued by Endeavor Trust Corporation to each of the Finders representing the Finders’ Shares issuable to each Finder; (e) evidence satisfactory to the Vendor that as of three (3) Business Days prior to the Closing Date, the Purchaser has no less than one million U.S. dollars ($1,000,000) in free cash;

Appears in 1 contract

Sources: Asset and Share Purchase Agreement (SciSparc Ltd.)

Deliveries by Purchaser at Closing. At or before Closing Time, the Vendor and/or the Vendor’s counsel shall have received from the Purchaser the following: (a) a certificate of the Purchaser, duly executed by a senior officer of the Purchaser, on behalf of the Purchaser and not in such officer’s personal capacity, stating that, except as disclosed in such certificate, (i) the representations and warranties of Purchaser contained in this Agreement are true, accurate and complete in all material respects as at the Closing Time, (ii) the Purchaser’s covenants and obligations hereunder has have been satisfied and performed, and (iii) each of the conditions for the benefit of the Purchaser set forth in Section 8.1 has been satisfied or waived; (b) a certificate of good standing of the Purchaser; (c) a duly executed Contingent Right Certificate representing 48,000,000 MIZA 129,000,000 Purchaser Contingent Rights delivered to the Escrow Agent appointed under the TSXV Escrow Agreement; (d) a direct registration statement issued by Endeavor Trust Corporation Computershare Investor Services Inc. to each of the Finders representing the Finders’ Shares issuable to each Finder; (e) evidence satisfactory to the Vendor that as of three (3) Business Days prior to the Closing Date, the Purchaser has no less than one million U.S. dollars ($1,000,000) C$300,000 in free cash;

Appears in 1 contract

Sources: Share Purchase Agreement (Jeffs' Brands LTD)

Deliveries by Purchaser at Closing. At or before Closing Time, the Vendor and/or the Vendor’s counsel shall have received from the Purchaser the following: (a) a certificate of the Purchaser, duly executed by a senior officer of the Purchaser, on behalf of the Purchaser and not in such officer’s personal capacity, stating that, except as disclosed in such certificate, (i) the representations and warranties of Purchaser contained in this Agreement are true, accurate and complete in all material respects as at Closing Time, (ii) the Purchaser’s covenants and obligations hereunder has been satisfied and performed, and (iii) each of the conditions for the benefit of the Purchaser set forth in Section 8.1 has been satisfied or waived; (b) a certificate of good standing of the Purchaser; (c) a duly executed Contingent Right Certificate representing 48,000,000 MIZA 66,000,000 Purchaser Contingent Rights delivered to the Escrow Agent appointed under the TSXV Escrow Agreement; (d) a direct registration statement issued by Endeavor Trust Corporation to each of the Finders representing the Finders’ Shares issuable to each Finder; (e) evidence satisfactory to the Vendor that as of three (3) Business Days prior to the Closing Date, the Purchaser has no less than one million U.S. dollars ($1,000,000) CAN$700,000 in free cash;

Appears in 1 contract

Sources: Share Purchase Agreement (Jeffs' Brands LTD)