Subject to satisfaction or (if permissible) waiver of the conditions set forth in Clause 2.1, at the Closing, the Buyer shall deliver (or cause one or more of its Affiliates to deliver) to the Seller:

Closing Deliveries. Concurrently with the execution of this Amendment, the Borrowers shall:

Closing Deliveries. Sellers shall have delivered to Purchaser the items set forth in Section 3.3.

The purchase and sale of the assets shall be held on or before January 31, 2015 (the "Closing").

Buyer’s Closing Certificate. At the Closing, Buyer shall deliver to Seller a certificate of the Secretary or another officer of Buyer, dated the Closing Date, certifying as to the incumbency of the officer of Buyer executing the Transaction Documents.

Deliveries at Closing. At the Closing, each Party shall deliver or cause to be delivered all of the certificates, instruments, and other documents required to be delivered by such Party pursuant to Article VI.

Other Closing Deliveries. The Purchaser shall have delivered the other closing deliveries set forth in Section 2.3.

Closing Deliveries by the Seller. At the Closing, the Seller shall deliver, or cause to be delivered, to the Purchaser, certificates representing the Subject Shares together with assignments separate from certificate with respect to the Subject Shares sufficient to transfer title to the Subject Shares to the Purchaser on the books of the Company including, as necessary, Medallion Guarantees.

Deliveries. The deliveries specified in Section 5.02 shall have been made by the ​.

On or prior to the Closing Date, the Company shall deliver or cause to be delivered to each Purchaser the following, as applicable: