Pre-Closing and Closing Deliverables Sample Clauses

Pre-Closing and Closing Deliverables. The Company shall have received the documents and deliveries set forth in Section 2.02(b) required by this Agreement to be delivered at Pre-closing or Closing, as applicable, as specified under Section 2.02(b).
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Pre-Closing and Closing Deliverables. (a) At the Closing, the Company shall deliver to the Company Subsidiary a duly executed share certificate representing the Transferred Shares in the name of the Company Subsidiary, in the form attached hereto as Schedule 1.7(a).
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Pre-Closing and Closing Deliverables. Purchaser shall have received each of the agreements and documents required by this Agreement to be delivered by Seller at Pre-closing or Closing, as applicable, as specified in Section 2.02(a), each of which shall be in full force and effect.
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Pre-Closing and Closing Deliverables 
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Related to Pre-Closing and Closing Deliverables

  • Closing and Closing Deliveries 22 8.1 Closing........................................................................................22 8.2

  • Seller’s Closing Deliverables At the Closing, Seller shall deliver or cause to be delivered to Purchaser, at Seller's expense, each of the following items:

  • Closing Closing Deliveries (a) The consummation of the transactions contemplated by this Agreement (the “Closing”) will take place on the Closing Date

  • Pre-Closing Deliveries (i) At least ten Business Days prior to the Closing, the Seller will furnish to the Buyer a certificate (the “Estimated Purchase Price Certificate”) setting forth (i) a good faith estimate of the Closing Net Working Capital; (ii) the Estimated Indebtedness (including Paid Indebtedness); (iii) the estimated Seller’s Expenses that remain unpaid as of the Closing; (iv) a good faith estimate of the Company Cash; and (v) a reasonably detailed calculation of the Purchase Price using the Company’s good faith calculation of the foregoing estimates and other amounts (the “Estimated Purchase Price”). The Estimated Purchase Price Certificate will be prepared in accordance with the Calculation Principles, and will not include any changes in assets or liabilities as a result of purchase accounting adjustments arising from, or resulting as a consequence of, the Transactions. The Seller shall (x) provide supporting documentation as may be reasonably requested by the Buyer in order to allow it to review the calculations set forth in the Estimated Purchase Price Certificate, and (y) make appropriate revisions to the Estimated Purchase Price Certificate as are mutually agreed upon by the Seller and the Buyer acting in good faith; provided that if the parties cannot mutually agree upon any proposed revisions to the Estimated Purchase Price Certificate, then, the parties shall use estimates set forth in the Estimated Purchase Price Certificate as prepared by the Seller for Closing, and the Buyer may thereafter seek adjustments pursuant to the remaining provisions of this Section 1.8; and

  • Seller Closing Deliverables At the Closing, Seller shall deliver to Buyer the following:

  • Closing Deliverables (a) At the Closing, Seller shall deliver to Buyer the following:

  • Buyer Closing Deliveries At the Closing, Buyer shall deliver or cause to be delivered the following:

  • Seller’s Closing Deliveries At the Closing, Seller shall deliver or cause to be delivered the following:

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Buyer’s Closing Deliveries At the Closing, Buyer shall deliver or cause to be delivered the following:

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