Common use of Transactions to be Effected at Closing Clause in Contracts

Transactions to be Effected at Closing. (a) At the Closing, Seller shall deliver, or cause to be delivered, to Buyer: (i) the item referred to in Section 7.2(c), appropriately executed; (ii) a duly executed Xxxx of Sale, substantially in the form attached hereto as Exhibit B (the “Xxxx of Sale”); and (iii) a copy of the joint FDA notification cover letter and the Seller transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Seller transfer acknowledgement letter shall be in the form of Exhibit C-1 and Exhibit C-2, respectively, or such other form as the FDA may require as of the Closing Date. (b) At the Closing, Buyer shall deliver, or cause to be delivered, to Seller: (i) the item referred to in Section 7.3(c), appropriately executed; (ii) a duly executed Xxxx of Sale; (iii) payment of the Purchase Price, by wire transfer of immediately available funds to an account or accounts designated in writing by Seller to Buyer, such designation to occur at least three (3) Business Days prior to the Closing Date; and (iv) a copy of the joint FDA notification cover letter and the Buyer transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Buyer transfer acknowledgement letter shall be in the form attached hereto as Exhibit C-1 and Exhibit C-3, respectively, or such other form as the FDA may require as of the Closing Date. (c) On the Closing Date, Buyer and Seller shall submit the fully executed FDA Notification Package to the FDA.

Appears in 1 contract

Samples: PRV Transfer Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

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Transactions to be Effected at Closing. (a) At the Closing, Seller shall deliver, or cause to be delivered, to Buyer: (i) the item referred to in Section 7.2(c6.2(c), appropriately executed; (ii) a duly executed Xxxx of Sale, substantially in the form attached hereto as Exhibit B (the “Xxxx of Sale”); and (iii) a copy of the joint FDA notification cover letter and the Seller transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Seller transfer acknowledgement letter shall be substantially in the form of Exhibit C-1 and Exhibit C-2, respectively, or such other form as the FDA may require as of the Closing Date. (b) At the Closing, Buyer shall deliver, or cause to be delivered, to Seller: (i) the item referred to in Section 7.3(c6.3(c), appropriately executed; (ii) a duly executed Xxxx of Sale; (iii) payment of the Purchase Price, by wire transfer of immediately available funds to an account or accounts designated in writing by Seller to Buyer, such designation to occur at least three two (32) Business Days prior to the Closing Date; and (iv) a copy of the joint FDA notification cover letter and the Buyer transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Buyer transfer acknowledgement letter shall be substantially in the form attached hereto as Exhibit C-1 and Exhibit C-3, respectively, or such other form as the FDA may require as of the Closing Date. (c) On No later than three (3) Business Days following the Closing Date, Buyer and Seller shall submit to FDA the fully executed FDA Notification Package to the FDAPackage.

Appears in 1 contract

Samples: Asset Purchase Agreement (Argenx Se)

Transactions to be Effected at Closing. (a) At the Closing, Seller shall deliver, or cause to be delivered, to Buyer: (i) the item referred to in Section 7.2(c), appropriately executed; (ii) a duly executed Xxxx Bxxx of Sale, substantially in the form attached hereto as Exhibit B (the “Xxxx Bxxx of Sale”); and (iii) a copy of the joint FDA notification cover letter and the Seller transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Seller transfer acknowledgement letter shall be in the form of Exhibit C-1 and Exhibit C-2, respectively, or such other form as the FDA may require as of the Closing Date. (b) At the Closing, Buyer shall deliver, or cause to be delivered, to Seller: (i) the item referred to in Section 7.3(c), appropriately executed; (ii) a duly executed Xxxx Bxxx of Sale; (iii) payment of the Purchase Price, by wire transfer of immediately available funds to an account or accounts designated in writing by Seller to Buyer, such designation to occur at least three (3) Business Days prior to the Closing Date; and (iv) a copy of the joint FDA notification cover letter and the Buyer transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Buyer transfer acknowledgement letter shall be in the form attached hereto as Exhibit C-1 and Exhibit C-3, respectively, or such other form as the FDA may require as of the Closing Date. (c) On the Closing Date, Buyer and Seller shall submit the fully executed FDA Notification Package to the FDA.

Appears in 1 contract

Samples: PRV Transfer Agreement (Gw Pharmaceuticals PLC)

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Transactions to be Effected at Closing. (a) At the Closing, Seller shall deliver, or cause to be delivered, to Buyer: (i) the item referred to in Section 7.2(c6.2(c), appropriately executed; (ii) a duly executed Xxxx of Sale, substantially in the form attached hereto as Exhibit B (the “Xxxx of Sale”); and (iii) a copy of the joint FDA notification cover letter and the Seller transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Seller transfer acknowledgement letter shall be in the form of Exhibit C-1 and Exhibit C-2, respectively, or such other form as the FDA may require as of the Closing Date. (b) At the Closing, Buyer shall deliver, or cause to be delivered, to Seller: (i) the item referred to in Section 7.3(c6.3(c), appropriately executed; (ii) a duly executed Xxxx of Sale; (iii) payment of the Purchase Price, by wire transfer of immediately available funds to an account or accounts designated in writing by Seller to Buyer, such designation to occur at least three (3) Business Days prior to the Closing Date; and (iv) a copy of the joint FDA notification cover letter and the Buyer transfer acknowledgement letter for inclusion in the FDA Notification Package, which FDA cover letter and Buyer transfer acknowledgement letter shall be in the form attached hereto as Exhibit C-1 and Exhibit C-3, respectively, or such other form as the FDA may require as of the Closing Date. (c) On the Closing Date, Buyer and Seller shall submit the fully executed FDA Notification Package to the FDA.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spark Therapeutics, Inc.)

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