Common use of Closing Deliveries by the Seller Clause in Contracts

Closing Deliveries by the Seller. At the Closing, the Seller shall deliver or cause to be delivered to the Acquiror: (i) an original of each of the Trademark Assignment Agreement, the Patent Assignment Agreement, the Xxxx of Sale, the Transition Services Agreement and the Sublicense Agreement (only if the Sublicense Agreement is required to be executed and delivered pursuant to Section 2.7), executed by the Seller, and copies of all documents required to be delivered by the Seller pursuant to the Related Agreements; (ii) an unredacted, fully executed copy of each of the Assumed Contracts; (iii) assignment and assumption agreements and/or subcontracts, as applicable, in form and substance reasonably acceptable to the Seller and the Acquiror, assigning to the Acquiror all rights of the Seller in and to the Assumed Contracts; (iv) written evidence of the receipt of all Seller Governmental Consents set forth on Schedule 6.3(a) of the Seller Disclosure Schedule and Seller Third Party Consents set forth on Schedule 6.3(b) of the Seller Disclosure Schedule; (v) written evidence (including duly executed UCC-3 forms, as applicable) that all liens and encumbrances related to the Purchased Assets, if any, have been released; (vi) all forms, certificates and other documents referred to in Section 8.12(d); and (vii) the certificates and other matters described in Article X.

Closing Deliveries by the Seller. At the -------------------------------- Closing, the Seller shall deliver or cause to be delivered to the Acquiror: (i) an original of each of the Trademark Assignment Agreement, the Patent Assignment Agreement, the Xxxx of Sale, the Transition Services Agreement and the Sublicense Agreement (only if the Sublicense Agreement is required to be executed and delivered pursuant to Section ------- 2.7), executed by the Seller, and copies of all documents --- required to be delivered by the Seller pursuant to the Related Agreements; (ii) an unredacted, fully executed copy of each of the Assumed Contracts; (iii) assignment and assumption agreements and/or subcontracts, as applicable, in form and substance reasonably acceptable to the Seller and the Acquiror, assigning to the Acquiror all rights of the Seller in and to the Assumed Contracts; (iv) written evidence of the receipt of all Seller Governmental Consents set forth on Schedule -------- 6.3(a) of the Seller Disclosure Schedule and Seller Third ------ Party Consents set forth on Schedule 6.3(b) of the Seller --------------- Disclosure Schedule; (v) written evidence (including duly executed UCC-3 forms, as applicable) that all liens and encumbrances related to the Purchased Assets, if any, have been released; (vi) all forms, certificates and other documents referred to in Section 8.12(d); andand --------------- (vii) the certificates and other matters described in Article X.X. ---------