This excerpt taken from the CAR 8-K filed Jun 30, 2006.
Section 2.2 Closing.
(a) The closing of the transactions contemplated by this Agreement (the Closing) shall be held at the offices of Skadden, Arps, Slate, Meagher & Flom LLP, located at Four Times Square, New York, New York, or at such other location as Buyer and Seller may mutually agree, at 10:00 a.m., New York City time, following the satisfaction or waiver, if permissible, of the conditions to Closing set forth in Article V (other than conditions which by their nature can be satisfied only at Closing), at such date as Buyer and Seller mutually agree, which shall be no later than the second Business Day after satisfaction or waiver, if permissible, of the conditions to the Closing set forth in Article V (the Closing Date), unless another date is agreed to in writing by Buyer and Seller; provided, however, that the Closing Date shall not be earlier than August 22, 2006.
(b) Deliveries by Seller. At the Closing, Seller shall deliver, or cause to be delivered, to Buyer:
(i) a certificate or certificates evidencing the Shares, along with such documentation as may be reasonably required to evidence that such Shares have been duly assigned or transferred to Buyer;
(ii) a customary payoff letter in respect of the Travelport Facility evidencing the repayment of all obligations thereunder on the Closing Date concurrently with the Closing;
(iii) all other documents required to be delivered by Seller on or prior to the Closing Date pursuant to this Agreement; and
(iv) a duly executed and acknowledged certificate, in form and substance reasonably acceptable to Buyer and in compliance with the Code and Treasury regulations, certifying such facts as to establish that the transactions contemplated by this Agreement are exempt from withholding pursuant to Section 1445 of the Code.
(c) Deliveries by Buyer. At the Closing, Buyer shall deliver, or cause to be delivered, to Seller:
(i) the Closing Consideration, by wire transfer of immediately available funds to an account or accounts (including third party accounts) designated by Seller prior to Closing; and
(ii) all other documents required to be delivered by Buyer on or prior to the Closing Date pursuant to this Agreement.