Common use of Closing and Actions at Closing Clause in Contracts

Closing and Actions at Closing. a. The closing of the Share Exchange (the “Closing”) shall take place at 5:00 p.m. E.S.T. March 11, 2011 (the "Closing Date"), at the offices of Xxxxxxx & Xxxx X.X., Attorney At Law, Xxxxxx Center, 000 Xxxxx Xxxx, 00xx Xxxxx Xxxx Xxxx Xxxx, Xxxx 00000, acting as the Escrow Agent for this transaction ("Escrow Agent") b. At the Closing: (i) the DED Shareholders shall deliver to Escrow Agent the share certificates representing one hundred percent (100%) of the DED Shares, accompanied by appropriate voting powers and a share transfer instrument duly executed in blank; (ii) in full consideration and exchange for the DED Shares, MAMM shall issue and deliver to the DED Shareholders or their designees two or more stock certificates representing all of the New MAMM Shares to be allotted in the amounts as described in Schedule 1.1 hereto; and (iii) in full consideration for the surrender by the MAMM Controlling Shareholders of the Old MAMM Shares to Escrow Agent, the DED Shareholders shall make payment of the Old MAMM Share Consideration to the Escrow Agent to be distributed to MAMM Controlling Shareholders.

Closing and Actions at Closing. a. The closing of the Share Exchange (the “Closing”) shall take place at 5:00 p.m. E.S.T. March 11on the day the conditions to closing set forth in Articles V and VI herein have been satisfied or waived, 2011 or at such other time and date as the parties hereto shall agree in writing (the "Closing Date"), at the offices of Sichenzia Xxxx Xxxxxxxx Xxxxxxx & Xxxx X.X.LLP, Attorney At Law00 Xxxxxxxx, Xxxxxx Center00xx Xxxxx, 000 Xxxxx Xxx Xxxx, 00xx Xxxxx Xxxx Xxxx Xxxx, Xxx Xxxx 00000, acting as the Escrow Agent for this transaction ("Escrow Agent"). b. At the Closing: (i) the DED APPI Shareholders shall deliver to Escrow Agent USTP the share certificates representing one hundred percent (100%) of the DED APPI Shares, accompanied by appropriate voting powers and a share transfer instrument duly executed in blank; (ii) in full consideration and exchange for the DED APPI Shares, MAMM USTP shall issue and deliver to the DED APPI Shareholders or their designees two or more stock certificates representing all of the New MAMM USTP Shares to be allotted in the amounts as described in Schedule 1.1 hereto; and (iii) in full consideration for the surrender by the MAMM USTP Controlling Shareholders of the Old MAMM Shares to Escrow AgentUSTP Shares, the DED APPI Shareholders shall make payment of the Old MAMM USTP Share Consideration to the Escrow Agent to be distributed to MAMM USTP Controlling Shareholders.. ARTICLE II

Closing and Actions at Closing. a. The closing of the Share Exchange (the “Closing”) shall take place at 5:00 p.m. E.S.T. March 11on the day the conditions to closing set forth in Articles V and VI herein have been satisfied or waived, 2011 or at such other time and date as the parties hereto shall agree in writing (the "Closing Date"), at the offices of Sichenzia Xxxx Xxxxxxxx Xxxxxxx & Xxxx X.X.LLP, Attorney At Law00 Xxxxxxxx, Xxxxxx Center00xx Xxxxx, 000 Xxxxx Xxx Xxxx, 00xx Xxxxx Xxxx Xxxx Xxxx, Xxx Xxxx 00000, acting as the Escrow Agent for this transaction ("Escrow Agent"). b. At the Closing: (i) the DED APPI Shareholders shall deliver to Escrow Agent USTP the share certificates representing one hundred percent (100%) of the DED APPI Shares, accompanied by appropriate voting powers and a share transfer instrument duly executed in blank; (ii) in full consideration and exchange for the DED APPI Shares, MAMM USTP shall issue and deliver to the DED APPI Shareholders or their designees two or more stock certificates representing all of the New MAMM USTP Shares to be allotted in the amounts as described in Schedule 1.1 hereto; and (iii) in full consideration for the surrender by the MAMM USTP Controlling Shareholders of the Old MAMM Shares to Escrow AgentUSTP Shares, the DED APPI Shareholders shall make payment of the Old MAMM USTP Share Consideration to the Escrow Agent to be distributed to MAMM USTP Controlling Shareholders.