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After the closing of the transaction, the seller may have post-closing obligations such as purchase price adjustments and potential indemnification claims. In M&A transactions, the buyer may require a portion of the purchase price to be held back. If the buyer has concerns about the seller's ability to pay these obligations, they may hold back the payment. This is to ensure that the seller will fulfill their obligations and not leave the buyer in a position where they have to pay the liability to a third party creditor without being able to recover from the seller. In cases where there are multiple sellers, the...