Items Prorated Sample Clauses

The "Items Prorated" clause establishes that certain amounts, such as fees, charges, or benefits, will be calculated proportionally based on the actual period of use or occupancy. For example, if a service or lease begins or ends partway through a billing cycle, the costs or entitlements are adjusted so that each party only pays for or receives what corresponds to the time they actually used. This clause ensures fairness by preventing overpayment or underpayment when contract terms do not align perfectly with standard billing periods.
Items Prorated. All prorations and adjustments shall be made and determined as of the Proration Date as follows:
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Items Prorated. All prorations and adjust­ments shall be made in accordance with the customs prevailing in Stamford, Connecticut and determined as of the day on which the Closing is held, (the "Proration Date"), for the following items:
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Items Prorated. The following items shall be apportioned as of 11:59 p.m. on the day immediately preceding the Closing Date: (a) Current and pre-paid rents as of the Closing Date on any Leases on the Project (but not past-due rents as of the Closing Date on the Leases on the Project); (b) Real estate taxes due and payable prior to and accrued in the year in which the closing occurs. The general real estate taxes for the year of Closing so prorated will be deemed to be equal to 110% of the amount of the general real estate taxes assessed for the year immediately preceding the Closing Date. All levied and pending assessments as of the Closing Date shall be the responsibility of and paid by Seller on the Closing Date; (c) Charges for water, sewer, electricity, gas and telephone, which are not metered to tenants under any leases or otherwise charged directly to tenants under any leases; provided that if the consumption of any such utilities is measured by meters, the Seller, on the Closing Date, shall furnish a current reading of each meter; and further provided that if there is not a meter or if the current ▇▇▇▇ for any of such utilities has not been issued prior to the Closing Date, the charges therefor shall be adjusted on the Closing Date on the basis that the charges for the prior period for which bills were issued and shall be further adjusted when the bills for the current period are issued; (d) Amounts paid or payable under transferable service and maintenance contracts, if any such service or maintenance contracts shall, at the Buyer's option, be assigned to and assumed by the Buyer on the Closing Date; and (e) Premiums on any existing transferable insurance policies or renewals of those expired prior to the Closing Date, if any such policy shall, at Buyer's option, be assigned to and assumed by the Buyer on the Closing Date.
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Related to Items Prorated

  • Proration (a) The allocation of rights to receive the Cash Consideration and the Stock Consideration among Holders will be made as set forth in this Section 2.2(a) (with the Exchange Agent to determine, consistent with Section 2.3(c), whether fractions of Cash Election Shares, Stock Election Shares or Non-Election Shares, as applicable, shall be rounded up or down). (i) If the Stock Election Number exceeds the Stock Conversion Number, then all Cash Election Shares and all Non-Election Shares shall be converted into the right to receive the Cash Consideration and, subject to Section 2.5(f) hereof, each holder of Stock Election Shares will be entitled to receive the Stock Consideration in respect of that number of Stock Election Shares held by such holder equal to the product obtained by multiplying (x) the number of Stock Election Shares held by such holder by (y) a fraction, the numerator of which is the Stock Conversion Number and the denominator of which is the Stock Election Number, with the remaining number of such holder’s Stock Election Shares being converted into the right to receive the Cash Consideration; and (ii) If the Stock Election Number is less than the Stock Conversion Number (the amount by which the Stock Conversion Number exceeds the Stock Election Number being referred to herein as the “Shortfall Number”), then all Stock Election Shares shall be converted into the right to receive the Stock Consideration and the Non-Election Shares and the Cash Election Shares shall be treated in the following manner: (A) If the Shortfall Number is less than or equal to the number of Non-Election Shares, then all Cash Election Shares shall be converted into the right to receive the Cash Consideration and, subject to Section 2.5(f) hereof, each holder of Non-Election Shares shall receive the Stock Consideration in respect of that number of Non-Election Shares held by such holder equal to the product obtained by multiplying (x) the number of Non-Election Shares held by such holder by (y) a fraction, the numerator of which is the Shortfall Number and the denominator of which is the total number of Non-Election Shares, with the remaining number of such holder’s Non-Election Shares being converted into the right to receive the Cash Consideration; or (B) If the Shortfall Number exceeds the number of Non-Election Shares, then all Non-Election Shares shall be converted into the right to receive the Stock Consideration and, subject to Section 2.5(f) hereof, each holder of Cash Election Shares shall receive the Stock Consideration in respect of that number of Cash Election Shares equal to the product obtained by multiplying (x) the number of Cash Election Shares held by such holder by (y) a fraction, the numerator of which is the amount by which (1) the Shortfall Number exceeds (2) the total number of Non-Election Shares, and the denominator of which is the total number of Cash Election Shares, with the remaining number of such holder’s Cash Election Shares being converted into the right to receive the Cash Consideration.

  • Operating Expenses During the term of this Lease Tenant shall pay to Landlord as additional rent all ad valorem taxes and operating expenses and other charges of every kind and nature (“Operating Expenses”) incurred or paid by Landlord in connection with the maintenance, repair, operation, management, or ownership of the Premises. If requested, Tenant agrees to pay Landlord on the first day of each calendar month, together with the payment of rent, such amount as Landlord estimates from time to time as necessary to pay such expenses. Landlord shall ▇▇▇▇ Tenant annually after the end of each year for such expenses. In the event the aggregate of Tenant’s installments during the year shall be less than the amount of Operating Expenses due from Tenant, such deficiency shall be paid to Landlord within ten (10) days after demand therefore. In the event the aggregate of Tenant’s installments during the year shall be more than the amount of Operating Expenses due from Tenant, such overpayment shall be applied to Tenant’s next monthly installment of Operating Expenses and Rent. As used herein, the term “Operating Expenses” shall include the cost of maintaining casualty and public liability insurance covering the Premises, real estate ad valorem taxes and all costs of managing, operating and maintaining the Premises, including but not limited to: costs of constructing, maintaining and repairing on site and off-site traffic controls; decorating, painting, lighting, sanitary control, and removal of trash, garbage and other refuse; maintenance, repair and replacement of utility systems serving any common areas, including water, sanitary sewer and storm water lines and other utility lines, pipes and conduits; costs of utilities, including water, sewer, electricity, and gas; janitorial, sweeping and cleaning services, trash bin rentals, trash pickup fees, licenses, permits and inspection fees; parking lot painting and restriping; planting, irrigating, gardening and landscaping; signs and markers; parking control and security guards and fire protection or detection service; all general maintenance and repair; other general operation and maintenance costs and expenses; all labor and supplies required by the foregoing; and administrative costs directly attributable thereto.

  • Insurance Costs (08/19) Contractor shall be financially responsible for all premiums, deductibles, self-insured retentions, and self-insurance.

  • Direct Expenses 1. Fees and expenses of its directors (including the fees of those directors who are deemed to be "interested persons" of the Fund as that term is defined in the Investment Company Act of 1940) and the meetings thereof;

  • Closing Costs and Prorations Taxes and assessments for the current year, if any, shall be prorated between the prior owner of the Personal Property and Buyer as of the date of closing. Seller shall pay one-half (½) of Closing Agent’s closing and escrow fees. Buyer shall pay one-half (½) of Closing Agent’s closing and escrow fees. In addition, Buyer shall pay all other closing costs, including but not limited to: (1) recording fees for the cost of recording the State Deed; (2) the cost for any title insurance purchased at Buyer’s option; (3) lender fees, if any, together with all associated recording fees, if any;