Common use of Deliveries at the Closing Clause in Contracts

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified in Section 2(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller Sellers will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a5(a) below; (ii) the Buyer will deliver to the Seller Sellers the various certificates, instruments, and documents referred to in Section 6(b5(b) below; (iii) the Seller Sellers will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto as Exhibit C and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its their counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller Sellers (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit D and (B) such other instruments of assumption as the Seller Sellers and its their counsel reasonably may request; and (v) the Buyer will deliver to the Seller Sellers the consideration specified in Section 2(c) abovePurchase Price.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a5(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b5(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property lease assignments and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto as Exhibits B-1 through B-[ ] and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit C and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified in Section 2(c1(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller Sellers will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(ass.6(a) below; (ii) the Buyer will deliver to the Seller Sellers the various certificates, instruments, and documents referred to in Section 6(bss.6(b) below; (iii) the Seller Sellers will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto as Exhibit C and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller Sellers (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit D and (B) such other instruments of assumption as the Seller Sellers and its their counsel reasonably may request; and (v) the Buyer will deliver to the Seller Sellers the consideration specified in Section 2(css.2(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a5(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b5(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto as Exhibit B and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit C and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified in Section 2(c1(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer Buyers the various certificates, instruments, and documents referred to in Section 6(a5(a) below; (ii) the Buyer Buyers will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b5(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer Buyers (A) assignments (including real property Lease and other Assumed Contract assignments and Intellectual Property transfer documents) ), bills of sale and warranty deeds in the forms acceptable to Buyer and/or its counsel customary form, and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer Buyers and its their counsel reasonably may request; (iv) the Buyer Buyers will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit C and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer Buyers will deliver to the Seller the consideration specified in Section 2(c1(c) aboveabove by wire transfer of good U.S. funds.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a§7(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b§7(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments an assignment and assumption agreement in substantially the form attached hereto as Exhibit A and such other assignment documents (including real property and Intellectual Property transfer documents) in the forms reasonably acceptable to the Buyer and/or its counsel and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assignment and assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit A and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified in Section §2(c) above.

Deliveries at the Closing. At the Closing, (i) the CFC and Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a8(a) below; (ii) the Buyer will deliver to the CFC and Seller the various certificates, instruments, and documents referred to in Section 6(b8(b) below; (iii) with respect to the other Acquired Assets, Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including any applicable real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto as Exhibit B and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request, including but not limited to, UCC-3 Assignments; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit C and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified in Section 2(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller Sellers will deliver to the Buyer Buyers the various certificates, instruments, and documents referred to in Section 6(a5(a) below; (ii) the Buyer Buyers will deliver to the Seller Sellers the various certificates, instruments, and documents referred to in Section 6(b5(b) below; (iii) the Seller Sellers will execute, acknowledge (if appropriate), and deliver to the Buyer Buyers (A) assignments (including real property Lease and other Assumed Contract assignments and Intellectual Property transfer documents) ), bills of sale and warranty deeds in the forms form acceptable to Buyer and/or its counsel the Buyers, and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer Buyers and its their counsel reasonably may request; (iv) the Buyer Buyers will execute, acknowledge (if appropriate), and deliver to the Seller Sellers (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit B and (B) such other instruments of assumption as the Seller Sellers and its counsel reasonably may request; and (v) the Buyer Buyers will deliver to the Seller Sellers the consideration specified in Section 2(c1(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer Buyers the various certificates, instruments, and documents referred to in Section 6(a5(a) below; (ii) the Buyer Buyers will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b5(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer Buyers (A) assignments (including real property Lease and other Assumed Contract assignments and Intellectual Property transfer documents) ), bills of sale and warranty deeds in the forms form acceptable to Buyer and/or its counsel the Buyers, and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer Buyers and its their counsel reasonably may request; (iv) the Buyer Buyers will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit B and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer Buyers will deliver to the Seller the consideration specified in Section 2(c1(c) above.

Deliveries at the Closing. At the Closing, (ia) the Seller Sellers will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a7.1, (b) below; (ii) the Buyer will deliver to the Seller Sellers the various certificates, instruments, and documents referred to in Section 6(b7.2, (c) below; (iii) the Seller Sellers will execute, acknowledge (if appropriate), ) and deliver to the Buyer (Ai) assignments a bill of sale in the form attached hereto as Exhibit E, (ii) assignmenxx (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto as Exhibit F and (Biii) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (ivd) the Buyer will execute, acknowledge (if appropriate), ) and deliver to the Seller Sellers (Ai) an assumption agreement in the form acceptable to Seller and/or its counsel attached hereto as Exhibit F and (Bii) such other instruments of assumption as the Seller and its counsel Sellers reasonably may request; and (ve) the Buyer will deliver to the Seller Sellers the consideration specified in Section 2(cSections 2.3(a) aboveand (b).

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, agreements and documents referred to in Section 6(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, agreements and documents referred to in Section 6(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer and license documents) in the forms acceptable to Buyer and/or its counsel and attached hereto as Exhibit B (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel and attached hereto as Exhibit C; (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified in Section 2(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(ass.6(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(bss.6(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto marked collectively Exhibit C and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit D and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller Seller, or on Seller's behalf, the consideration specified in Section 2(css.2(c) above.

Deliveries at the Closing. At the Closing, (i) the Seller Sellers will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a) below; (ii) the Buyer will deliver to the Seller Sellers the various certificates, instruments, and documents referred to in Section 6(b) below; (iii) the Seller Sellers will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including any applicable real property and Intellectual Property transfer documents) in form and substance consistent with the forms acceptable terms of this Agreement and reasonably satisfactory to the Buyer and/or its counsel and Sellers and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller Sellers (A) an assumption in form and substance consistent with the form acceptable terms of this Agreement and reasonably satisfactory to Seller and/or its counsel the Sellers and Buyer and (B) such other instruments of assumption as the Seller Sellers and its their counsel reasonably may request; and (v) the Buyer will deliver to the Seller Sellers the consideration specified in Section 2(c2(f) abovebelow.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver has executed, acknowledged (if appropriate), and delivered to the Buyer the various certificates, instruments, and documents referred to in this Section 2 and in Section 6(a) below; (ii) the Buyer will deliver has executed, acknowledged (if appropriate), and delivered to the Seller the various certificates, instruments, and documents referred to in this Section 2 and in Section 6(b) below; (iii) the Seller will executehas executed, acknowledge acknowledged (if appropriate), and deliver delivered to the Buyer (A) assignments assignments, (including real property and Intellectual Property transfer documents) in the forms acceptable reasonably satisfactory to Buyer and/or its counsel and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may requesthave requested; (iv) the Buyer will executehas executed, acknowledge acknowledged (if appropriate), and deliver delivered to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel and (B) such other instruments of assumption as the Seller and its counsel reasonably may requesthave requested; and (v) the Buyer will deliver has delivered to the Seller the consideration specified in Section 2(c2(d) aboveabove in form reasonably satisfactory to Seller and its counsel.

Deliveries at the Closing. At the Closing, (i) the Seller PTI will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a) 6.01 below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(b) 6.02 below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) a xxxx of sale in the forms acceptable to Buyer and/or its counsel form attached hereto as Exhibit B, (B) an assignment and assumption agreement in the form attached hereto as Exhibit C, and (BC) such other instruments of sale, transfer, conveyance, conveyance and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assignment and assumption agreement in the form acceptable to Seller and/or its counsel attached hereto as Exhibit C, (B) the Purchase Price, and (BC) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller the consideration specified Parties shall make payments and deliveries in accordance with Section 2(c) above.2.02 herein. Section 2.06

Deliveries at the Closing. At the Closing, (ia) the Seller will deliver to the Buyer Purchaser the various certificates, instruments, instruments and documents referred to in Section 6(a) below; 9.1, (iib) the Buyer Purchaser will deliver to the Seller the various certificates, instruments, instruments and documents referred to in Section 6(b) below; 9.2, (iiic) the Seller will execute, acknowledge (if appropriate), ) and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) Purchaser a xxxx of sale in the form attached as EXHIBIT B, intellectual property assignment documents in substantially the forms acceptable to Buyer and/or its counsel attached as EXHIBITS C-1 and C-2 (B) the "ASSIGNMENTS OF INTELLECTUAL PROPERTY"), and such other instruments of sale, transfer, conveyance, conveyance and assignment as the Buyer Purchaser and its counsel may reasonably may request; , (ivd) the Buyer Purchaser will execute, acknowledge (if appropriate), ) and deliver to the Seller (A) an assumption agreement in the form acceptable to Seller and/or its counsel attached hereto as EXHIBIT D and (B) such other instruments of assumption as the Seller and its counsel may reasonably may request; request and (ve) the Buyer Purchaser will deliver to the Seller the consideration portion of the Purchase Price to be paid on the Closing Date, as specified in Section 2(c) above2.5.

Deliveries at the Closing. At the Closing, (ia) the Seller Dxxx will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a) §7.1 below; (iib) the Buyer will deliver to the Seller Dxxx the various certificates, instruments, and documents referred to in Section 6(b) §7.2 below; (iiic) the Seller Dxxx will execute, acknowledge (if appropriate), and deliver to the Buyer (Ai) assignments a general warranty deed for the Real Property in substantially the form of Exhibit 2.6A; (including real property ii) an assignment and Intellectual Property transfer documents) assumption agreement in substantially the forms acceptable to Buyer and/or its counsel form attached hereto as Exhibit 2.6B (the “Assignment and Assumption Agreement”); and (Biii) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (ivd) the Buyer will execute, acknowledge (if appropriate), and deliver to Dxxx (i) the Seller (A) an assumption in the form acceptable to Seller and/or its counsel Assignment and Assumption Agreement; and (Bii) such other instruments of assumption as the Seller Dxxx and its counsel reasonably may request; and (ve) the Buyer will deliver to Dxxx the Seller the consideration specified in Section 2(c) aboveEstimated Cash Purchase Price.

Deliveries at the Closing. At the Closing, (ia) the Seller Xxxx will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(a) (S)7.1 below; (iib) the Buyer will deliver to the Seller Xxxx the various certificates, instruments, and documents referred to in Section 6(b) (S)7.2 below; (iiic) the Seller Xxxx will execute, acknowledge (if appropriate), and deliver to the Buyer (Ai) assignments a general warranty deed for the Real Property in substantially the form of Exhibit 2.6A; (including real property ii) an assignment and Intellectual Property transfer documents) assumption agreement in substantially the forms acceptable to Buyer and/or its counsel form attached hereto as Exhibit 2.6B (the "Assignment and Assumption Agreement"); and (Biii) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (ivd) the Buyer will execute, acknowledge (if appropriate), and deliver to Xxxx (i) the Seller (A) an assumption in the form acceptable to Seller and/or its counsel Assignment and Assumption Agreement; and (Bii) such other instruments of assumption as the Seller Xxxx and its counsel reasonably may request; and (ve) the Buyer will deliver to Xxxx the Seller the consideration specified in Section 2(c) abovePurchase Price.

Deliveries at the Closing. At the Closing, (i) the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 6(ass.6(a) below; (ii) the Buyer will deliver to the Seller the various certificates, instruments, and documents referred to in Section 6(bss.6(b) below; (iii) the Seller will execute, acknowledge (if appropriate), and deliver to the Buyer (A) assignments (including real property and Intellectual Property transfer documents) in the forms acceptable to Buyer and/or its counsel attached hereto marked collectively Exhibit C and (B) such other instruments of sale, transfer, conveyance, and assignment as the Buyer and its counsel reasonably may request; (iv) the Buyer will execute, acknowledge (if appropriate), and deliver to the Seller (A) an assumption in the form acceptable to Seller and/or its counsel attached hereto as Exhibit D and (B) such other instruments of assumption as the Seller and its counsel reasonably may request; and (v) the Buyer will deliver to the Seller Seller, or on Seller's behalf, the consideration specified in Section 2(css.2(c) above., as well as executed copies of Exhibits G and H..]