Buyer's Delivery Obligations. At the Closing, Buyer will deliver ---------------------------- (or cause to be delivered) to Seller the following: (a) the portion of the Base Purchase Price required to be paid to Seller at the Closing as provided in SECTION 3.1.1, as adjusted in accordance with this Agreement, and the portion of the Base Purchase Price required to be delivered to the Escrow Agent at the Closing as provided in SECTION 3.1.2; (b) a Xxxx of Sale in the form attached as EXHIBIT A; (c) an Assignment and Assumption of Contracts in the form attached as EXHIBIT B; (d) a certificate, dated the Closing Date, signed by an executive officer of Buyer, stating that to his or her knowledge, the conditions set forth in SECTIONS 8.3.1 and 8.3.2, are satisfied; (e) an opinion of Xxxx X. Xxxxxx, Esq., counsel to Buyer, dated the Closing Date, in the form set forth in EXHIBIT H; (f) the Escrow Agreement in the form attached as EXHIBIT I; (g) if required pursuant to SECTION 7.24, the Services Agreement; and (h) such other documents as Seller may reasonably request in connection with the transactions contemplated by this Agreement.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Jones Growth Partners L P), Asset Purchase Agreement (Cable Tv Fund 14-a LTD), Asset Purchase Agreement (Cable Tv Fund 15-a LTD)