PR Closing definition

PR Closing means the closing of the sale and purchase of the Purchased Assets (as defined in the PR Purchase Agreement) and the assumption of the Assumed Liabilities (as defined in the PR Purchase Agreement) pursuant to the PR Purchase Agreement.
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Examples of PR Closing in a sentence

  • The representations and warranties of Seller set forth in Section 5.1(l) shall be true and correct in all material respects as of the date of this PR Purchase Agreement and as of the PR Closing Date as though made on and as of the PR Closing Date.

  • The transactions occurring at the PR Closing shall be deemed effective as of the PR Effective Time.

  • To the extent that any Books and Records are not in the possession or control of Seller or any of its Affiliates (other than any Books and Records that are located at the Storage Facility), Seller shall cooperate in good faith with Purchaser to deliver or cause to be delivered, on the PR Closing Date and at Seller’s cost, to Purchaser copies of all of such Books and Records (other than any Excluded Books and Records).

  • Before, at and after the PR Closing, consistent with the terms and conditions hereof, Seller and Purchaser shall and shall cause each of their respective Affiliates to, and shall use reasonable best efforts to cause their Affiliates to, promptly execute, acknowledge and deliver such instruments, certificates and other documents and take such other action as a party may reasonably require in order to carry out any of the transactions contemplated hereby.

  • Each party will retain all Tax Returns, schedules and work papers, and all material records and other documents relating to Taxes relating to the PR Branch for Tax periods ending on or prior to the PR Closing Date until the later of (1) the expiration of the statute of limitations for the Tax periods to which the Tax Returns or other documents relate or (2) eight (8) years following the due date (without extension) for such Tax Returns.

  • On the PR Closing Date, Seller shall deliver to Purchaser, at Seller’s cost, the Loan Documents in the possession or control of Seller or any of its Affiliates (including providing endorsements with respect to title insurance policies for the Purchased Loans secured by real property).

  • On the PR Closing Date, with respect to each Purchased Loan that is secured by a mortgage, Seller, at Seller’s sole cost and expense, shall deliver to Purchaser or its designee a fully executed original notarized individual assignment of mortgage in recordable form (the “Assignment of Mortgage”), in the name of Seller as assignor and Purchaser or its designee as assignee.

  • Subject to the terms and conditions of this PR Purchase Agreement, on the PR Closing Date, Purchaser will acquire good and valid title to, or in the case of leased Purchased Assets, a valid leasehold interest in, all of the Purchased Assets, free and clear of any Liens.

  • At the PR Closing, Seller will have sufficient immediately available funds in cash to pay when due all amounts payable by it hereunder.

  • If requested by Purchaser following the PR Closing Date, Seller shall reasonably cooperate with Purchaser and assist in making any corrections that may be necessary to record the Assignment of Mortgages.