Deliveries at the Closing. At the Closing, (i) Sellers will deliver to Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer, and (ii) Buyer will deliver to Sellers, as appropriate, the various certificates, instruments, and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above.
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Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer7.1 below, and (ii) the Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, and documents referred to in Section 8.2 below 7.2 below, (iii) the Seller will deliver to the Buyer stock certificates representing all of the Company Shares, endorsed in blank or accompanied by duly executed assignment documents, and (iv) the Buyer will deliver to the Seller the consideration specified in Section 4.1 2.2 above.
Appears in 1 contract
Samples: Stock Purchase Agreement (Advanced Communication Systems Inc)
Deliveries at the Closing. At the Closing, (i) Sellers Seller will deliver to Buyer the various certificates, instruments, instruments and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer7 below, and (ii) Buyer will deliver to Sellers, as appropriate, Seller the various certificates, instruments, instruments and documents referred to in Section 8.2 below 8 below, (iii) Seller will deliver to Buyer one or more stock certificates representing all of the Shares, endorsed in blank or accompanied by duly executed assignment documents, and (iv) Buyer will deliver to Seller the consideration specified Purchase Price, in Section 4.1 aboveimmediately available funds.
Appears in 1 contract
Deliveries at the Closing. At the Closing, (ia) Sellers the Shareholders will deliver deliver, or cause to be delivered, to the Buyer the various certificates, instruments, instruments and documents referred to in Section 8.1 below to document and to transfer title to all of 6.1, (b) the Purchased Assets from the applicable Seller(s) to Buyer, and (ii) Buyer will deliver deliver, or cause to Sellersbe delivered, as appropriate, to the various Shareholders the certificates, instruments, instruments and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above.6.2, (c) the
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Deliveries at the Closing. At the Closing, : (i) the Sellers will shall deliver to Buyer the Purchaser the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s10(a) to Buyer, and below; (ii) Buyer will the Purchaser shall deliver the Purchase Price; and (iii) the Sellers shall deliver to the Purchaser a certificate or certificates evidencing the Sellers' Shares, as appropriate, endorsed in blank or accompanied by duly executed assignment documents and including a Medallion Guarantee or other form of transfer document acceptable to the various certificates, instruments, and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 aboveCompany's transfer agent.
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Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s6(a) to Buyer, and below; (ii) Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, and documents referred to in Section 8.2 below 6(b) below; and (iii) the consideration specified in Section 4.1 aboveSeller will execute, acknowledge (if appropriate), and deliver to the Buyer an assignment of the Membership Interests.
Appears in 1 contract
Deliveries at the Closing. At the Closing, (i) Sellers Seller will deliver to Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s5(a) to Buyer, and below; (ii) Buyer will deliver to Sellers, as appropriate, Seller the various certificates, instruments, and documents referred to in Section 8.2 below 5(b) below; and (iii) Buyer will deliver to Seller the consideration specified in Section 4.1 2(c)(i) above.
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Deliveries at the Closing. At the Closing, (ia) Sellers will ------------------------- deliver to Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer7.1, and (iib) Buyer will deliver to Sellers, as appropriate, Sellers the various certificates, instruments, and documents referred to in Section 8.2 below 7.2, (c) each Seller will deliver to Buyer stock certificates representing all of such Seller's Shares, endorsed in blank or accompanied by duly executed assignment documents, and (d) Buyer will deliver to each Seller the consideration specified in Section 4.1 above2.2.
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Deliveries at the Closing. At the Closing, (i) the Sellers will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s§6(a) to Buyerbelow, and (ii) the Buyer will deliver to Sellers, as appropriate, the Sellers the various certificates, instruments, and documents referred to in Section 8.2 below §6(b) below, and (iii) the Buyer will wire to each of the Sellers in accordance with attached Appendix I the consideration specified in Section 4.1 §2(b) above.
Appears in 1 contract
Deliveries at the Closing. At the Closing, (ia) Sellers will deliver to Buyer ------------------------- the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer7.1, and (iib) Buyer will deliver to Sellers, as appropriate, Sellers the various certificates, instruments, and documents referred to in Section 8.2 below 72, (c) each Seller will deliver to Buyer stock certificates representing all of such Seller's Shares, endorsed in blank or accompanied by duly executed assignment documents, and (d) Buyer will deliver to each Seller the consideration specified in Section 4.1 above22.
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Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer, and 7.1 below; (ii) the Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, and documents referred to in Section 8.2 below 7.2 below; (iii) each Party will execute and deliver the consideration specified in Section 4.1 aboveAncillary Agreements; (iv) the Seller will execute, acknowledge (if appropriate), and INTECH CABLE, INC.
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Deliveries at the Closing. (i) At the Closing, (i) Sellers the Company will deliver to Buyer the Buyer: (A) the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s5(a) to Buyerbelow, and (B) stock certificates representing the Shares, free and clear of all Liens.
(ii) At the Closing, the Buyer will deliver to Sellers, as appropriate, the Company: (i) the various certificates, instruments, and documents referred to in Section 8.2 5(b) below and (ii) the consideration specified in Section 4.1 2(b) above.
Appears in 1 contract
Samples: Stock Purchase Agreement (Northland Cranberries Inc /Wi/)
Deliveries at the Closing. At the Closing, : (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(sss.6(a) to Buyer, and below; (ii) the Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above.,
Appears in 1 contract
Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the certificates representing all of the Company Shares and the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer7(a), and (ii) the Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, and documents referred to in Section 8.2 below 7(b), and (iii) the Buyer will deliver to the Seller the consideration specified in Section 4.1 above2(c).
Appears in 1 contract
Samples: Stock Purchase Agreement (Centennial Communications Corp /De)
Deliveries at the Closing. At the Closing, (i) Sellers Seller will deliver to Buyer the various certificates, instruments, and documents referred to in be delivered by Seller pursuant to Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s4(a) to Buyerbelow, and (ii) Buyer will deliver to Sellers, as appropriate, Seller the various certificates, instruments, and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above.be delivered by Buyer pursuant to
Appears in 1 contract
Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, certificates in respect of the Shares together with executed stock powers in relation thereto and the documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer, 6.2 below; and (ii) the Buyer will deliver to Sellers, as appropriate, the various certificates, instruments, Seller the Purchase Price and the documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above6.3 below.
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Deliveries at the Closing. At the Closing, (i) Sellers will deliver ------------------------- to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to stock certificates representing all of the Purchased Assets from the applicable Seller(s) to Buyertheir Company Stock, endorsed in blank or accompanied by duly executed assignment documents and (ii) the Buyer will deliver to Sellers, as appropriate, the various certificates, instruments, and documents referred to in Section 8.2 below and Seller the consideration specified in Section 4.1 (S)2(b) above, executed Collateral Pledge Agreements and all Company Stock certificates as necessary to perfect Sellers' security interests.
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Deliveries at the Closing. At the Closing, :
(i) the Sellers will deliver to Buyer the Buyer:
(A) the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all 6(a);
(B) stock certificates representing 2,000,000 of the Purchased Assets from outstanding Company Shares, endorsed in blank or accompanied by duly executed assignment documents; and
(C) the applicable Seller(s) to Buyer, books and records.
(ii) the Buyer will deliver to the Sellers, as appropriate, :
(A) the various certificates, instruments, and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above.6(b); and
Appears in 1 contract
Samples: Stock Purchase Agreement (Legends of the Faith Inc)
Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, instruments and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer7.1 below, and (ii) the Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, instruments and documents referred to in Section 8.2 below 7.2 below; (iii) the Seller will deliver to the Buyer certificates representing all of the outstanding Shares, endorsed in blank or accompanied by duly executed assignment documents; and (iv) the Buyer will deliver to the Seller the consideration specified in Section 4.1 2.1 above.
Appears in 1 contract
Deliveries at the Closing. At the Closing, (ia) the Principal Sellers will deliver to the Buyer the various certificates, instruments, instruments and documents referred to in Section 8.1 below to document 2.8 and to transfer title to all of the Purchased Assets from the applicable Seller(s) to BuyerSection 6.1 below, and (iib) the Buyer will deliver to Sellers, as appropriate, the Sellers the various certificates, instruments, instruments and documents referred to in Section 8.2 6.2 below and the consideration specified Merger Consideration as set forth in Section 4.1 2.5 above.
Appears in 1 contract
Samples: Merger Agreement (Century Electronics Manufacturing Inc)
Deliveries at the Closing. At the Closing, (i) Sellers Seller will deliver to Buyer (or cause its Affiliates to deliver to Buyer) the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s5(a) to Buyer, and below; (ii) Buyer will deliver to Sellers, as appropriate, Seller the various certificates, instruments, and documents referred to in Section 8.2 below 5(b) below; and (iii) Buyer will deliver to Seller the consideration specified in Section 4.1 2(c)(i) above. The Parties also acknowledge the obligations and matters set forth in Section 7 of this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Merit Medical Systems Inc)
Deliveries at the Closing. At the Closing, (i) Sellers the Selling Shareholder will deliver or cause to be delivered to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s) to Buyer9.1 below, and ----------- (ii) the Buyer will deliver to Sellers, as appropriatethe Selling Shareholder the Stock Purchase Price, the various certificates, instruments, and documents referred to in Section 8.2 below and the consideration specified in Section 4.1 above9.2 ----------- below.
Appears in 1 contract
Deliveries at the Closing. At the Closing, (ia) Sellers the Shareholders will deliver deliver, or cause to be delivered, to the Buyer the various certificates, instruments, instruments and documents referred to in Section 8.1 below to document and to transfer title to all of 6.1, (b) the Purchased Assets from the applicable Seller(s) to Buyer, and (ii) Buyer will deliver to Sellers, as appropriate, the various Shareholders the certificates, instruments, instruments and documents referred to in Section 8.2 below and 6.2, (c) the consideration specified Shareholders will deliver to the Buyer stock certificates representing all the Shares, duly endorsed in Section 4.1 above.blank
Appears in 1 contract
Deliveries at the Closing. At the Closing, (i) Sellers the Seller will deliver to the Buyer the various certificates, instruments, and documents referred to in Section 8.1 below to document and to transfer title to all of the Purchased Assets from the applicable Seller(s5(a) to Buyerbelow, and (ii) the Buyer will deliver to Sellers, as appropriate, the Seller the various certificates, instruments, and documents referred to in Section 8.2 below 5(b) below; and (iii) the Buyer will deliver to the Seller the consideration specified in Section 4.1 section l(d) above.
Appears in 1 contract
Samples: Asset Sale and Purchase Agreement (Transtechnology Corp)