Closing Sequence Sample Clauses

Closing Sequence. All proceedings to be taken and all documents to be executed and delivered by all parties thereto at the Closing will be deemed to have been taken and executed in the following sequence on the Closing Date; provided, that no proceedings will be deemed to have been taken nor documents executed or delivered until all have been taken, executed and delivered:

Closing Sequence. (a) At or prior to Closing, the Vendors shall deliver the following documents to the Purchaser's Counsel, in each case in escrow, with written instructions that same be released to or at the direction of the Purchaser concurrently with the release of the items specified in Subsection 7.2(b) upon receipt of the Closing Amount pursuant to Section 2.3 and the Escrow Amount in accordance with Subsection 2.6(b)(i): (i) the Shareholder Register and the Excerpt; (ii) the Certificate of Non-Registration; (iii) executed assignment agreements in the forms attached hereto as Schedule 7.2(a)(iii) in respect of each of the Loan Agreements; (iv) a certificate with respect to the incumbency of the officers or managers, as applicable, of the Vendors; (v) a copy of the resolutions of the shareholders' meeting of the Company and of the board of managers of the Company, authorizing the transfer of the Shares and the GTEIH Company Loan Agreement pursuant to the terms of this Agreement, certified by a manager of the Company as true and correct, as of the Closing Date; (vi) a copy of the resolutions of the board of managers or directors of each Vendor, as applicable, authorizing the execution of this Agreement and the performance by each Vendor, as applicable, of its obligations hereunder, certified by a manager or director of each Vendor, as applicable, as true and correct, as of the Closing Date; and (vii) duly executed resignations and mutual releases, substantially in the form attached hereto as Schedule 7.2(a)(vii), duly executed prior to the Closing Date by D▇▇▇▇ ▇▇▇▇▇ and A▇▇▇▇▇ Coral in respect of their positions as managers of, and by the Company and Gran Tierra Brazco (Luxembourg) S.à r.▇., together with resolutions of the shareholders of the Company and Gran Tierra Brazco (Luxembourg) S.à r.▇., respectively, authorizing such releases. (b) At or prior to Closing, the Purchaser shall deliver the following documents to the Vendors' counsel, in escrow, with written instructions that same be released to or at the direction of the Vendors concurrently with the release of the items specified in Subsection 7.2(a) upon receipt by the Vendors of the Closing Amount pursuant to Section 2.3 and the Escrow Amount in accordance with Subsection 2.6(b)(i): (i) a certificate with respect to the incumbency of the officers of the Purchaser; and (ii) a copy of the resolutions of the board of directors of the Purchaser, authorizing the execution of this Agreement and the performance by th...

Closing Sequence. All payments and other actions under this Section 1.5, and all documents to be executed and delivered by the parties pursuant to this Section 1.5, shall be deemed to have been made, taken, executed and delivered simultaneously.

Closing Sequence. The following actions in the sequence set forth in this Section 4.02 shall be taken at the Closing. The actions set forth in this Section 4.02 shall occur sequentially but shall be deemed to occur simultaneously; provided, however, that none of the actions taken pursuant to this Section 4.02 shall be valid, completed or binding until all of the actions to be taken pursuant to this Section 4.02 have been completed. (a) Buyer shall contribute or shall cause the contribution to the Company the funds required to cause the satisfaction and discharge of the Indenture (the "Indenture") dated November 1, 1999 by and among the Company, Buyer, Maritima and Wilmington Trust Company, as trustee (the "Trustee"). (b) The Company shall cause the satisfaction and discharge of the Indenture. (c) The Company shall deliver to Maritima the Letter of Credit No. S173431 issued by HSBC Bank USA (formerly Republic National Bank of New York) on November 1, 1999 in favor of the Trustee. (d) The Company shall make a distribution to each Shareholder of one Amethyst II Share for each Share held by that Shareholder, so that Amethyst II Shares are distributed to the Shareholders as follows: (i) 5,088 of those Amethyst II Shares to Drillpetro; (ii) 2,775 of those Amethyst II Shares to Westville; (iii) 1,387 of those Amethyst II Shares to Techdrill; (iv) 1,100 of those Amethyst II Shares to Fund VIII; and (v) 150 of those Amethyst II Shares to Fund VII. In order to effectuate the foregoing distribution: (i) the Company shall deliver to each Shareholder a stock certificate representing the Amethyst II Shares distributed to that Shareholder duly endorsed to that Shareholder or accompanied by a stock power duly endorsed to that Shareholder; (ii) the Company, each Shareholder and Amethyst II shall execute and deliver any instruments of transfer of title required to transfer to that Shareholder good and valid title to the Amethyst II Shares distributed to that Shareholder; and (iii) Amethyst II shall cause the registration of the distribution of the Amethyst II Shares in accordance with this Section 4.02(d) to be reflected in the share register of Amethyst II. (i) The parties to the agreements set forth on Schedule 4.02(e) shall cause the cancellation and termination of, and release and discharge of duties, liabilities, covenants and obligations under and in connection with, those agreements in accordance with a deed of release, discharge, cancellation and termination substantially in the form...