Kodak 2012 Annual Report Download - page 163
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Please find page 163 of the 2012 Kodak annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.-
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(xii) a counterpart of the Distribution Notice, duly executed by Kodak;
(xiii) the officer’s certificate referred to in Section 6.2(a) and (b) ; and
(xiv) (A) a copy of the Final Sale Order as entered by the Bankruptcy Court, (B) a copy of the docket in the Bankruptcy Cases
as of the Closing Date, (C) a copy of the docket in any case related to any appeal from the Final Sale Order as of the Closing Date, and
(D) a duly executed and acknowledged certificate from Kodak, in substantially the form set forth as Exhibit G , certifying that each
of Kodak’s deliveries pursuant to subsections (A) through (C) of this Section 3.3(a)(xiv) are true and correct as of the Closing Date.
(b) Buyer’s Deliveries . At Closing, Buyer (and Buyer’s Designee, as applicable) will deliver or cause to be delivered to Kodak and,
in the case of clause (ii) below, on behalf of Kodak, to FlashPoint:
(i) the Closing Amount (less (x) the applicable portion of the Deposit credited thereto pursuant to Section 3.2(a) and (y) the
FlashPoint Settlement Amount), by wire transfer of immediately available funds to the bank account provided at least three (3) days prior
to the Closing Date by Kodak to Buyer in writing (or such other method of delivery mutually agreed by Kodak and Buyer), and Kodak will
have received all of the same at the Closing;
(ii) the FlashPoint Settlement Amount, by wire transfer of immediately available funds to the bank account provided in the
FlashPoint Settlement Agreement (or such other method of delivery mutually agreed by Buyer and FlashPoint), and FlashPoint will have
confirmed receipt of such amount by an electronic mailing (effective upon receipt thereof);
(iii) a counterpart of the Kodak DC/KISS Grant-Back License Agreement, duly executed by Buyer (and its Designee, as
applicable);
(iv) a counterpart of the Royalty Assignment Agreement, duly executed by Buyer (and its Designee, as applicable);
(v) a counterpart of the Assumption Agreement, duly executed by Buyer (and its Designee, as applicable);
(vi) a counterpart of the applicable Retained Patents License Agreement, duly executed by each of the Persons set forth on
Schedule 3.3(a) ;
(vii) the counterpart of the applicable Bidco DC/KISS Patent License Agreement, duly executed by each of the Persons set
forth on Schedule 3.3(a) ;
(viii) a counterpart to the Common Interest Agreement, duly executed by Buyer (and its Designee, as applicable);
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