Common use of Deliveries by Buyer Clause in Contracts

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following items: (a) the Closing Payment; (b) the Instrument of Assumption, duly executed by Buyer; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by Buyer; and (e) such other documents and instruments as are required to evidence the assumption of the Assumed Liabilities by Buyer.

Deliveries by Buyer. At the Closing, Buyer shall deliver (or cause to be delivered delivered) to Seller the following itemsSeller: (a) the Closing PaymentDate Payment in accordance with the provisions of Section 3.2; (b) the Instrument Xxxx of AssumptionSale, duly executed by Buyer; (c) the Transitional Services Assignment and Assumption Agreement, duly executed by Buyer; (d) the License Agreement and Publishing Agreement, duly executed by Buyer; and (ec) such other documents and instruments as are required to evidence the assumption of the Assumed Liabilities by BuyerSeller may reasonably request.

Deliveries by Buyer. At the Closing, Buyer shall deliver deliver, or cause to be delivered delivered, to Seller the following itemsSeller: (ai) the Closing Payment; Consideration, by wire transfer of immediately available funds to an account or accounts (bincluding third party accounts) the Instrument of Assumption, duly executed designated by Buyer; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by BuyerSeller prior to Closing; and (eii) such all other documents and instruments as are required to evidence be delivered by Buyer on or prior to the assumption of the Assumed Liabilities by BuyerClosing Date pursuant to this Agreement.

Deliveries by Buyer. At the Closing, Buyer shall will deliver or cause to be delivered to Seller (unless previously delivered) the following itemsfollowing: (a) the Closing PaymentThe Purchase Price; (b) the A duly executed Instrument of Assumption, duly executed by Buyer; (c) A duly executed counterpart of the Transitional Transition Services Agreement, duly executed by Buyer; (d) A duly executed counterpart of the License and Maintenance Agreement, duly executed by Buyer; and (e) such All other documents documents, instruments and instruments as are writings required or reasonably requested by Seller to evidence be delivered at or prior to the assumption of the Assumed Liabilities by BuyerClosing pursuant to this Agreement or otherwise required in connection herewith.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following itemsSeller: (a) the Closing Payment; (b) the Instrument of AssumptionGeneral Assignment; (c) the Patent Assignment; (d) the Trademark Assignments; (e) the Transition Services Agreement; (f) the Amgen Consent, duly executed by Buyer; (cg) the Transitional Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by Buyer’s Closing Certificate; and (eh) such any other Instruments of Transfer or other documents and instruments as are required reasonably requested by Seller to evidence consummate the assumption of the Assumed Liabilities by Buyertransactions contemplated hereby.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following items:(unless previously delivered): (a) the Closing Paymentamounts set forth in Section 2.4(a), delivered in accordance therewith; (b) to Seller, the Instrument of Assumption, duly executed by Buyer;Buyer Closing Certificate; and (c) to Seller, the Transitional Services IP License Agreement and the Escrow Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by Buyer; and (e) such other documents and instruments as are required to evidence the assumption of the Assumed Liabilities by Buyer.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following items: (a) the Closing PaymentThe Purchase Price, paid by wire transfer of immediately available funds in accordance with Section 2.2(a); (b) the Instrument The certificate of Assumption, duly executed by Buyer;an officer of Buyer referred to in Section 7.2(c); and (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by Buyer; and (e) such other documents and instruments as are required to evidence the assumption A certificate of the Assumed Liabilities by BuyerSecretary of Buyer certifying as to the By-laws of Buyer and the resolutions authorizing this Agreement and the transactions contemplated hereby.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following itemsfollowing: (a) the Closing PaymentPayment by wire transfer of immediately available funds; (b) the Instrument of AssumptionAssignment and Assumption Agreements, duly executed by Buyer; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Bison A&R LLC Agreement, duly executed by Buyer; and (ed) such other documents agreements, documents, instruments and instruments writings as are expressly required to evidence be delivered by Buyer at or prior to the assumption of the Assumed Liabilities by BuyerClosing Date pursuant to this Agreement.

Deliveries by Buyer. At the Closing, Buyer shall deliver deliver, or cause to be delivered delivered, to Seller the following itemsfollowing: (a) the Closing Payment;; and (b) the Instrument of Assumptionall other previously undelivered documents, duly executed by Buyer; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by Buyer; and (e) such other documents and instruments as are or writings required to evidence the be delivered by Buyer to Seller, including without limitation, instruments of assignment and assumption of the Assumed Liabilities by BuyerLiabilities, at or prior to the Closing, pursuant to this Agreement or otherwise required in connection herewith.

Deliveries by Buyer. At or prior to the Closing, Buyer shall deliver or cause to be delivered to Seller the following itemsto Seller: (a) the Closing PaymentCash Consideration in accordance with Section 3.1; (b) the Instrument of AssumptionAssignment and Assumption Agreement, duly executed by Buyer; (c) the Transitional IP Assignment Agreements and the Transition Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by BuyerBuyer and/or one or more of its Affiliates; and (ec) such other documents and instruments of assumption duly executed by Bxxxx as are required shall be reasonably necessary for Buyer to evidence the assumption of assume the Assumed Liabilities by Buyerin accordance with this Agreement.

Deliveries by Buyer. At the Closing, Buyer shall deliver deliver, or cause to be delivered (in addition to Seller any other instruments required by Section 11 or otherwise by this Agreement to be delivered by Buyer at the following itemsClosing), to Sellers, the following: (ai) the Closing Payment; (b) Purchase Price payable in the Instrument of Assumption, duly executed by Buyer; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Agreement, duly executed by Buyermanner described in Section 3; and (eii) such other documents a duly executed Assignment and instruments as are required Assumption Agreement in form and substance reasonably satisfactory to evidence the assumption of Sellers, whereby Buyer will assume and agree to pay, perform and discharge the Assumed Liabilities by BuyerObligations.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following itemsfollowing: (a) the Closing PaymentPayment by wire transfer of immediately available funds; (b) evidence of the Instrument receipt of Assumption, duly executed by Buyereach Buyer Required Regulatory Approval; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License Assignment and Assumption Agreement, duly executed by Buyer; and (ed) such other documents agreements, documents, instruments and instruments writings as are expressly required to evidence be delivered by Buyer at or prior to the assumption of the Assumed Liabilities by BuyerClosing Date pursuant to this Agreement.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following itemsfollowing: (a) the Closing PaymentPayment by wire transfer of immediately available funds; (b) the Instrument of AssumptionAssignment and Assumption Agreement, duly executed by Buyer; (c) the Transitional Services Agreement, duly executed by Buyer; (d) the License GTN A&R LLC Agreement, duly executed by Buyer; and (ed) such other documents agreements, documents, instruments and instruments writings as are expressly required to evidence be delivered by Buyer at or prior to the assumption of the Assumed Liabilities by BuyerClosing Date pursuant to this Agreement.

Deliveries by Buyer. At the Closing, Buyer shall deliver or cause to be delivered to Seller the following itemsitems to Seller: (ai) the Closing Payment; (b) the Instrument Xxxx of Assumption, duly executed by Buyer; (c) the Transitional Services Sale and Assignment and Assumption Agreement, duly executed and delivered by Buyer;; Loan Agreement. (dii) the License Agreement, duly executed by BuyerClosing Cash Consideration; and (eiii) such other additional documents and instruments as are required to evidence the assumption of the Assumed Liabilities by Buyer.may be set out in the