and Closing Clause Samples

The "AND CLOSING" clause typically defines the actions, conditions, and formalities required to finalize and complete a transaction or agreement. In practice, this clause outlines the specific steps that must be taken by the parties at the closing stage, such as the exchange of documents, payment of funds, or transfer of assets. Its core function is to ensure that all necessary requirements are met for the transaction to be legally effective, thereby providing clarity and reducing the risk of disputes regarding the completion of the deal.
and Closing. Where necessary, employees in a Grade Office shall be so scheduled as to allow sufficient time to prepare for the opening of an office and the closing of an office at the close of the business day. ARTICLE DESIGNATED HOLIDAYS
and Closing. (a) The Seller shall notify the Purchaser at such time as they believe all of the conditions to Closing contained in Sections 7.01 and 7.02 have been satisfied or waived and the Equity Valuation has been completed. If the Purchaser agrees that all such conditions have been satisfied or waived, a pre-closing will be held within five (5) days of the date of such Seller notification. Such pre-closing will be held at the of The Telefonica Group, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇ 13 at A.M. Miami time. At the pre-closing, the Seller shall provide evidence that each of the applicable conditions for the pre-closing has been satisfied and shall deliver to the Purchaser all consents, approvals, waivers and certificates specified in Section 7.02 and any and all other corporate documents contemplated in this Agreement. ▇▇▇▇▇▇▇▇▇ agrees that all the conditions for the pre-closing are satisfied, the date of the pre-closing shall be deemed to be the pre-closing date (the “Pre-Closing Date”). (b) As soon as practicable following the Pre-Closing Date, the obtain the corporate authorizations necessary for the approval of the payment of the Purchase Price. Subject to the conditions set forth in this Agreement, the closing of the contemplated hereby (the shall be held at a.m., New York time, on the date which is no later than sixty (60) Business Days after the Pre-Closing Date, at the of The Telefonica Group, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇. The date upon which the Closing occurs is hereinafter referred to as the “Closing Date.” The Closing shall be deemed completed as of a.m., New York time, on the morning of the Closing Date. The pre-closing and the Closing may also be held at such other place or at such other time or on such other date as the Seller and the Purchaser may mutually agree upon in writing.
and Closing 

Related to and Closing

  • REPRESENTATIONS AND WARRANTIES OF BUYER AND PARENT Each of Buyer and Parent represents and warrants with respect to itself to Sellers as follows:

  • REPRESENTATIONS AND WARRANTIES OF BUYER AND MERGER SUB Buyer and Merger Sub jointly and severally represent and warrant to the Company as follows:

  • Closing and Closing Documents 7 4.1 Closing...................................................................................... 7 4.2 Seller's Deliveries.......................................................................... 7 4.3 Purchaser's Deliveries....................................................................... 8 4.4 Fees and Expenses; Closing Costs............................................................. 8 4.5 Adjustments.................................................................................. 8 ARTICLE V Miscellaneous......................................................................................... 9

  • POSSESSION AND CLOSING If BUYERS timely perform all obligations, possession of the Property shall be delivered to Buyers on April 10, 2020, and any adjustments of rent, insurance, interest and all charges attributable to the SELLERS' possession shall be made as of the date of possession. Closing shall occur after the approval of title by BUYERS and vacation of the Property by ▇▇▇▇▇▇▇, but prior to possession by BUYERS. SELLERS agree to permit BUYERS to inspect the Property within 0 hours prior to closing to assure that the premises are in the condition required by this Agreement. If possession is given on a day other than closing, the parties shall make a separate agreement with adjustments as of the date of possession. This transaction shall be considered closed: Upon the delivery of the title transfer documents to BUYERS and receipt of all funds then due at closing from BUYERS under the Agreement.

  • REPRESENTATIONS AND WARRANTIES OF PURCHASER AND MERGER SUB Purchaser and Merger Sub hereby represent and warrant to the Company as follows: