Concurrent Deliveries. Seller and Buyer shall jointly deposit in the escrow or deliver to each other at or before Closing an agreed proration statement duly executed by the respective parties.
Concurrent Deliveries. The Partnership and Contributor shall deliver to each other at closing an agreed settlement statement duly executed by the respective parties.
Concurrent Deliveries. Seller and Buyer shall jointly deposit in the escrow or deliver to each other at or before Closing an agreed settlement statement duly executed by the respective parties.
Concurrent Deliveries. (a) Concurrently herewith Purchaser is delivering to the Company the Purchase Price for the Securities in accordance with Article II hereof;
(b) Concurrently herewith the Company is delivering to Purchaser the following:
(i) Securities. The Convertible Note and the Warrants;
Concurrent Deliveries. Seller and Purchaser shall jointly deposit in the Escrow or deliver to each other at closing:
(a) An agreed proration statement duly executed by the respective parties;
(b) The Access and Escrow Agreement, as contemplated in Section 10.01(h);
(c) At closing, Seller and Purchaser will enter into a mutually acceptable escrow agreement with the Escrowee, in a form to be negotiated by the parties and attached hereto as EXHIBIT H prior to the expiration of the Inspection Period, into which escrow Seller will deposit out of the Purchase Price proceeds in an amount equal to any leasing commissions set forth on EXHIBIT I that have not been paid as of the Closing Date; and
(d) Such other mutually acceptable documents as may be reasonably necessary or desirable to consummate the transaction contemplated by this Agreement; it being understood however that neither party shall be obligated to undertake any expanded or additional liability or obligation under any such additional closing documentation beyond the express liabilities and obligations undertaken by such party in accordance with this Agreement.
Concurrent Deliveries. Concurrently with the execution of this Agreement, the Borrower has delivered, or caused to be delivered to the Administrative Agent an original or certified copy of each of (a) the executed Turnkey Contract, (b) the Business Plans, (c) the executed Nortel Brazil Financing Agreement and (d) the executed Brazil Turnkey Contract.
Concurrent Deliveries. Concurrently with the execution and delivery hereof:
(i) Xxxxx Xxxxxxx and Pharlo IP, LLC are executing and delivering the Cummins License Agreement;
(ii) Xxxxxx, Xxxxxx Products and Pharlo IP, LLC are executing and delivering the Pharlo IP Sublicense Agreement;
(iii) Xxxxxx and Xxxxx Xxxxxxx are executing and delivering the Cummins Lock-Up Agreement;
(iv) Xxxxxx and each of Xxxxx Xxxxxxx, Xxxxx Xxxxxxxxx and Xxxxxxx Xxxxx are executing and delivering a Xxxxxxx/Xxxxxxxxx/Xxxxx Lock-Up Agreement;
(v) Each Seller is delivering to Xxxxxx a Certificate of the Secretary of such Seller, dated the date hereof, certifying as to the organizational documents of such Seller, the resolutions of the Board of Directors/Management Committee and, if necessary, the shareholders/members of such Seller approving the execution, delivery and performance of this Agreement and the Seller Related Documents to which such Seller is a party, and the incumbency of the officers of such Seller executing any of this Agreement or the Seller Related Documents;
(vi) Sellers are delivering to Xxxxxx certificates of good standing, dated not more than fifteen days prior to the date hereof, with respect to each Seller issued by the appropriate authority of the State of Florida;
(vii) Each Buyer is delivering to Sellers a Certificate of the Secretary of such Buyer, dated the date hereof, certifying as to the articles of incorporation/or certificate of incorporation and bylaws of such Buyer, the resolutions of the Board of Directors of such Buyer approving the execution, delivery and performance of this Agreement and the Buyer Related Documents, and the incumbency of the officers of such Buyer executing any of this Agreement or the Buyer Related Documents; and
(viii) Each Buyer is delivering to Sellers certificates of good standing, dated not more than fifteen days prior to the date hereof, with respect to such Buyer and its material subsidiaries issued by the appropriate authority of such entity's jurisdiction of organization.
Concurrent Deliveries. Concurrently with the execution and delivery of this Agreement, the Corporation shall deliver to the Canadian Underwriters:
(a) a copy of each of the Canadian Preliminary Prospectus, the Canadian Final Prospectus and the Canadian Pricing Prospectus in the English language signed and certified as required by Canadian Securities Laws;
(b) a copy of each of the Canadian Preliminary Prospectus, the Canadian Final Prospectus and the Canadian Pricing Prospectus in the French language signed and certified as required by Canadian Securities Laws;
(c) a copy of any other document required to be filed by the Corporation under the laws of any of the Qualifying Provinces in compliance with Canadian Securities Laws;
(d) legal opinions dated the date of the Canadian Pricing Prospectus, in form and substance satisfactory to the Canadian Underwriters, acting reasonably, addressed to the Canadian Underwriters, the Corporation, their respective counsel and the directors of the Corporation from Quebec counsel to the effect that the French language version of the Canadian Pricing Prospectus, except for the Financial Information, as to which no opinion need be expressed by such counsel, is, in all material respects, a complete and accurate translation of the English language version thereof, and that the English and French language versions are not susceptible of any materially different interpretation with respect to any material matter contained therein; and
(e) opinions dated the date of the Canadian Preliminary Prospectus and the Final Prospectus Date or, if applicable, the date of the Canadian Pricing Prospectus, in form and substance satisfactory to the Canadian Underwriters, acting reasonably, addressed to the Canadian Underwriters, the Corporation, their respective counsel and the directors of the Corporation from KPMG to the effect that the French language version of the Financial Information contained in the Canadian Preliminary Prospectus, the Canadian Final Prospectus and, if applicable, the Canadian Pricing Prospectus is, in all material respects, a complete and proper translation of the English language version thereof.
Concurrent Deliveries. United and Purchaser will jointly deposit in the Escrow or deliver to each other at Closing an agreed proration statement, and certificates complying with the provisions of State of Illinois, County of Xxxx and local laws applicable to the determinations of transfer taxes.
Concurrent Deliveries. 16 14.05 New York Style Closing..............................................................................16
