Common use of Documents to be Delivered by Purchaser Clause in Contracts

Documents to be Delivered by Purchaser. At the closing, Purchaser shall deliver to Shareholders the following documents: (a) Certificates for the number of shares of common stock of Purchaser as determined in Article 1 hereof. (b) A certified copy of the duly adopted resolutions of the board of directors of Purchaser authorizing or ratifying the execution and performance of this Agreement and authorizing or ratifying the acts of its officers and employees in carrying out the terms and provisions thereof. (c) A certificate signed by the President of the Purchaser that the representations and warranties made by the Purchaser in this Agreement are true and correct on and as of the closing date with the same effect as though such representations and warranties had been made on or given on and as of the closing date and that the Purchaser has performed and complied with all of their obligations under this Agreement which are to be performed or complied with by or prior to or on the closing date. (d) Documents for the appointment of new management and the resignation of current management. (e) A certificate from the Maryland Secretary of State certifying that the Purchaser is in good standing in the State of Maryland. (f) An opinion of counsel in the form previously agreed to opining that all of the necessary steps to approve the transaction have been taken and that the shares are being issued pursuant to a valid exemption to the registration requirements of the 1933 Act. (g) A certificate of the Transfer Agent listing all of the Purchasers' shareholders as of the date of closing.

Documents to be Delivered by Purchaser. At the closing, closing Purchaser shall deliver to Shareholders Shareholder the following documents: (a) Certificates A Certificate for the number of shares of common stock of Purchaser as determined in Article 1 hereof. (b) A certified copy of the duly adopted resolutions of the board of directors of Purchaser authorizing or ratifying the execution and performance of this Agreement and authorizing or ratifying the acts of its officers and employees in carrying out the terms and provisions thereof. (c) A certificate signed by the President of the Purchaser that the representations and warranties made by the Purchaser in this Agreement are true and correct on and as of the closing date with the same effect as though such representations and warranties had been made on or given on and as of the closing date and that the Purchaser has performed and complied with all of their its obligations under this Agreement which are to be performed or complied with by or prior to or on the closing date. (d) Documents for the appointment of new management and the resignation of current management. (e) A certificate from Duly executed documents evidencing the Maryland Secretary surrender for cancellation of State certifying that all but 5,000 shares of common stock of the Purchaser is in good standing in held by the State President of Marylandthe Purchaser. (f) An The opinion of Purchaser's counsel in the form previously agreed to opining that all as required by Section 8.09 of the necessary steps to approve the transaction have been taken and that the shares are being issued pursuant to a valid exemption to the registration requirements of the 1933 Actthis Agreement. (g) A certificate of the Transfer Agent listing all of the Purchasers' shareholders as of the date of closing.