PR Purchase Agreement definition
Examples of PR Purchase Agreement in a sentence
The indemnification provided by this Agreement shall be available regardless of the fact that Buyer conducted due diligence on the Company and its properties prior to the consummation of the transactions contemplated by the PR Purchase Agreement and shall be available even if Buyer becomes aware before the Closing of any facts or events that result in an indemnification claim being made in the future.
The remedies provided by this Agreement are in addition to and not limited by the rights set forth in the PR Purchase Agreement.
All notices, approvals, requests, demands and other communications hereunder shall be in writing and shall be given and effective in accordance with the PR Purchase Agreement.
The Indemnifying Parties acknowledge that certain provisions in this Agreement and the PR Purchase Agreement may be inconsistent or may conflict with one another.
The parties agree to treat all payments made under this Agreement or in connection with any breach of the PR Purchase Agreement as adjustments to the Purchase Price for all Tax purposes.
Notwithstanding anything contained in this Agreement or the PR Purchase Agreement to the contrary this Section 4 shall be the sole provision governing indemnities for Tax matters under this Agreement and the PR Purchase Agreement and shall survive the Closing.
In the event of an inconsistency or conflict between the terms of this Agreement and the terms of the PR Purchase Agreement, the terms of this Agreement shall control.
All capitalized terms used in this Agreement, but not otherwise defined shall have the meaning ascribed to such terms in the PR Purchase Agreement.
The parties hereto acknowledge and agree that the confidentiality provisions set forth in Section 4.07 of the SPA shall govern any information shared between the parties hereto (including with respect to the terms of this PR Purchase Agreement), mutatis mutandis.
Notwithstanding anything in this PR Purchase Agreement to the contrary, in the event there is a conflict between this Article VII and any provision of any other article of this PR Purchase Agreement, this Article VII shall control.