DELIVERIES BY IHI AND NEWCO. Simultaneously with the execution hereof, (i) Newco has executed and delivered the Articles of Merger attached hereto as EXHIBIT A; and (ii) IHI has delivered to the Shareholders certificates representing the IHI Shares.
DELIVERIES BY IHI AND NEWCO. Simultaneously with the execution hereof, (a) Newco has executed and delivered the Articles of Merger attached hereto as EXHIBIT A; and (b) IHI has delivered an irrevocable instruction letter to its transfer agent directing it to issue and deliver (i) to the Shareholders, the IHI Shares not being escrowed, and (ii) to the Escrow Agent, the remaining IHI Shares, promptly upon receipt of such letter; and (c) IHI has delivered to the Company and the Shareholders an opinion of IHI's counsel in form and substance satisfactory to the Company's counsel.
