Promptly after Closing Clause Samples
The 'Promptly after Closing' clause requires certain actions or obligations to be performed immediately or within a short period following the formal completion of a transaction, such as a sale or merger. For example, this clause might obligate one party to deliver documents, transfer funds, or provide access to records soon after the closing date. Its core function is to ensure that post-closing responsibilities are addressed without unnecessary delay, thereby facilitating a smooth transition and reducing the risk of disputes or operational interruptions.
Promptly after Closing. Buyer shall: (a) record the Assignment and all state and federal assignments executed at the Closing in all applicable real property records and/or, if applicable, all state and federal Governmental Authorities and Buyer shall provide to Seller copies of such recorded documents; (b) actively pursue the approval of all Customary Post-Closing Consents from the applicable Governmental Authorities; and (c) except as otherwise provided for herein, actively pursue all other consents and approvals that may be required in connection with the assignment of the Assets to Buyer and the assumption of the rights, interests, obligations and liabilities assumed by Buyer hereunder that have not been obtained prior to Closing, provided that Seller shall reasonably cooperate with Buyer in obtaining such other consents and approvals. Promptly after Closing, Seller shall deliver all notices that are required to be delivered in connection with the assignment of the Assets to Buyer and the assumption of the rights, interests, obligations and liabilities assumed by Buyer hereunder.
Promptly after Closing. Seller shall pay all amounts owed under the Unit Appreciation Agreement to the beneficiaries of the Unit Appreciation Agreement and all amounts owed under Seller's Long-Term Incentive Plan, in each case less applicable withholding and employment taxes.
Promptly after Closing. Buyer shall file the Assignment for record in each of the counties wherein the Lands are located.
Promptly after Closing the Parties shall retain an accounting firm selected by Buyer to issue a report and allocate the Purchase Price (and all other capitalizable costs) among the assets of the Company in accordance with Sections 338 and 1060 of the Code and the Treasury Regulations promulgated thereunder, and any comparable provisions of state, local or other Tax law (the “Asset Allocation”), and shall deliver the Asset Allocation to Sellers for Sellers’ review and approval, which approval will not be unreasonably withheld, conditioned or delayed. Buyer shall pay the fees of such third party in connection with such report.