Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall make or cause the following deliveries to Seller:
3.4.1. That portion of the Purchase Price to be delivered by Buyer directly to Seller at the Closing under Section 2.1 (and Buyer shall cause Escrow Holder to deliver the Deposit to Seller).
3.4.2. A counterpart of the Assignment of Leases, duly executed by Buyer.
3.4.3. A counterpart of the Assignment of Intangible Property, duly executed by Buyer.
3.4.4. Any such other documents, funds or other things reasonably contemplated by this Agreement to be delivered by Buyer to Seller at the Closing.
Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall make or cause to be made the following deliveries to Seller:
3.9.1 That portion of the Adjusted Purchase Price to be delivered by Buyer directly to Seller at the Closing under Section 2.1 (and Buyer shall cause Escrow Holder to deliver the Deposit and earned interest to Seller).
3.9.2 Four counterpart executed originals of each of the Assignment and Assumption Agreements referenced in Sections 3.8.1 and 3.8.2, duly executed by Buyer.
3.9.3 A list of the Potential Assumed Contracts (as that term is defined in Section 3.6).
3.9.4 All documents and certificates referenced in Sections 4.1.1 and 4.1.5 to the extent not previously delivered by Buyer to Seller.
Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall deliver to Seller (a) the Note in an amount equal to the Purchase Price, and (b) the Xxxx of Sale.
Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall make or cause to be made the following deliveries to Seller:
a. That portion of the Purchase Price to be delivered by Buyer directly to Seller at the Closing as required hereunder (and Buyer shall instruct Escrow Holder to deliver the Deposit and accrued interest to Seller).
b. The Assignment Agreement(s), duly executed by Buyer.
c. The Management Agreement duly executed by Buyer.
d. The Sublease duly executed by Buyer.
e. Such other documents and/or instruments as Seller may reasonably request.
Buyer's Deliveries to Seller at Closing. At the Closing, Buyer shall make or cause the following deliveries to be made:
3.4.1 The Base Purchase Price (less the Deposit (together with all interest accrued thereon, if any)) to be delivered and paid by Buyer to Seller as provided in Section 2.1.
3.4.2 The Deposit (together with all interest accrued thereon, if any) to be paid and delivered by the Escrow Agent to Seller as provided in Sections 2.1.2.
3.4.3 The Assignment Agreement, duly executed by Buyer.
Buyer's Deliveries to Seller at Closing. At the Closing, Buyer shall deliver, or cause to be delivered, to Seller:
5.3.1. The Purchase Price, less the Deposit (which shall be released to Seller, together with all interest thereon, by the Deposit Escrow Agent), by wire transfer of immediately available funds.
5.3.2. The Assignment and Assumption Agreement, duly executed by Buyer.
5.3.3. The Xxxx of Sale, duly executed by Buyer.
5.3.4. Written certification evidencing Buyer’s satisfaction of all of Buyer’s covenants and obligations set forth in Sections 4.2.1 and 4.2.2.
5.3.5. Appropriate evidence of all necessary action by Buyer in connection with the transactions contemplated hereby, including, without limitation: (i) certified copies of resolutions duly adopted by Buyer’s Board of Directors approving the transactions contemplated by this Agreement and authorizing the execution, delivery, and performance by Buyer of this Agreement; and (ii) a certificate as to the incumbency of officers of Buyer executing this Agreement and any instrument or other document delivered in connection with the transactions contemplated by this Agreement.
Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall make or cause the following deliveries to be made to Seller, to the Warranty Reserve Escrow Agent or to the Working Capital Escrow Agent:
3.4.1 The remaining portion of the Purchase Price (less the Warranty Reserve Escrow Amount and Working Capital Escrow Amount) to be delivered and paid by Buyer to Seller under Section 2.1.
3.4.2 The Deposit and all accrued interest thereon to be paid and delivered to Seller as provided in Section 2.1.3.
Buyer's Deliveries to Seller at Closing. At the Closing, Buyer shall deliver, or cause to be delivered, to Seller:
5.3.1. The Purchase Price, less the Deposit (which shall be released to Seller, together with all interest thereon, by the Deposit Escrow Agent), by wire transfer of immediately available funds.
5.3.2. The Assignment and Assumption Agreement, duly executed by Buyer.
5.3.3. The Xxxx of Sale, duly executed by Buyer.
5.3.4. Written certification evidencing Buyer’s satisfaction of all of Buyer’s covenants and obligations set forth in Sections 4.2.1 and 4.2.2.
5.3.5. Appropriate evidence of all necessary action by Buyer in connection with the transactions contemplated hereby, including, without limitation: (i) certified copies of resolutions duly adopted by Buyer’s Board of Directors approving the transactions contemplated by this Agreement and authorizing the execution, delivery, and performance by Buyer of this Agreement; and (ii) a certificate as to the incumbency of officers of Buyer executing this Agreement and any instrument or other document delivered in connection with the transactions contemplated by this Agreement.
5.3.6. In the event that Buyer makes any assignment of its rights under this Agreement to an Affiliate of Buyer as provided in Section 10.5 below, Buyer shall have executed and delivered to Seller, concurrently with or prior to the Closing Date, a guaranty, substantially in the form and substance attached hereto as Exhibit E (the “Guaranty”), of all of Buyer’s obligations under this Agreement and under any documents executed by such Affiliate of Buyer in favor of Seller pursuant hereto.
Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall make or cause the following deliveries to be made to Seller:
3.4.1 That portion of the Purchase Price to be delivered by Buyer directly to Seller at the Closing under Section 2.1.
Buyer's Deliveries to Seller at Closing. On the Closing Date, Buyer shall make or cause the following deliveries to be made to Seller:
