definiens: , as defined in Section 897(c)(2 ) of the Code, and ( B ) no interest in the Company is a, as deﬁned in Section 897(c)(1 ) of the Code, such statement conforming to the requirements of Treasury RegulationsSection 1.1445 - 2(c)(3 ) and 1.897 - 2(h ), and a notice of such statement to be delivered by Purchaser to the IRS on behalf of theCompany in accordance with the provisions of Treasury Regulations Section 1.897 - 2(h)(2 ), each in a form reasonably acceptable toPurchaser;(xii ) the directors ’ declarations required under Section 233 and Section 237 of the CICL;(xiii ) the [ * * ] Side Letter ; and(xiv ) such other documents or instruments as Purchaser may reasonably request and are reasonably necessary toconsummate the transactions contemplated by this Agreement.(b ) On the Closing Date, Purchaser shall deliver to the Company the following:(i ) the Certificate of Merger executed by Purchaser or Merger Sub I, as applicable;(ii ) the certiﬁcate of merger with respect to the Second Eﬀective Time executed by Purchaser or Merger Sub II, asapplicable;(iii ) the Transition Services Agreement executed by Purchaser, in the form attached hereto as Exhibit H