Deliverables of Parent at the Closing Sample Clauses

Deliverables of Parent at the Closing. At the Closing, Parent shall deliver or cause to be delivered: (i) to Carlyle, the Cash Amount, which shall be payable pursuant to Section 2.02(b)(i); (ii) to Carlyle, a counterpart to the Assignment and Assumption Agreement, duly executed by an authorized representative of Parent; (iii) to Carlyle, a counterpart to the Assignment and Xxxx of Sale, duly executed by an authorized representative of Grand Isle GP in its capacity as the general partner of Grand Isle LP; (iv) to Carlyle and X. Xxxxx, a counterpart to the Crimson Gulf Side Letter, duly executed by an authorized representative of Parent; (v) to Carlyle, a counterpart to the GIGS Release, duly executed by an authorized representative of Parent on behalf of Parent and each of its Affiliates; (vi) to Carlyle, a counterpart to each of the GIGS ROW Assignments, duly executed by an authorized representative of Grand Isle GP in its capacity as the general partner of Grand Isle LP; (vii) to Carlyle, a certificate pursuant to Treasury Regulations Section 1.1445‑2(b) that Parent (and any other member of the Parent Group that transfers any GIGS Assets pursuant to this Agreement) is not a foreign person within the meaning of Section 1445 of the Code duly executed by Parent (or such other member of the Parent Group); (viii) to X. Xxxxx, a counterpart to the Third A&R CMH LLC Agreement, duly executed by an authorized representative of Parent, with accompanying resolutions executed by the two managers of CMH appointed by Parent; and (ix) to Carlyle and X. Xxxxx, evidence that the CORR R&W Insurance Policy is in full force and effect.