Common use of Preliminary Settlement Statement Clause in Contracts

Preliminary Settlement Statement. No later than three (3) Business Days prior to the Closing Date, Seller shall submit to Buyer a preliminary settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by Buyer, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Day prior to Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in the Preliminary Settlement Statement.

Preliminary Settlement Statement. No later than three With respect to the items listed in Section 3.2 that can be determined as of the Closing, Seller shall prepare (3based on the best information then available to Seller) and deliver to Buyer, on or before five (5) Business Days prior to before the anticipated Closing Date, Seller shall submit to Buyer a preliminary settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) setting forth the Closing Amount, each adjustment used to determine the Closing Amount, and include therewith an estimatethe calculation of each adjustment, prepared together with reasonable documentation in good faith, support of the Purchase Price due by Buyer, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Propertiescalculation. Buyer shall will have two (2) Business Days to review after receipt of the Preliminary Settlement Statement. On Statement to review such statement and to provide written notice to Seller of objections to any item on the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to the Preliminary Settlement Statementstatement. The Parties shall attempt to agree on a final Preliminary Settlement Statement the amount of the Closing Amount to be paid at the Closing no later than one (1) Business Day prior to before Closing. If ; provided that, if the Parties are unable to agree on all or certain amounts set forth therein, the amounts set forth in the Preliminary Settlement Statement delivered by that date, Seller’s good faith estimate Seller shall be used for purposes of Closing except to determine the extent relating to Title Defect Amounts and Environmental Defect Amounts determined pursuant to Article VI. All other upward or downward adjustments to the Purchase Price to be used at Closing provided in Section 3.2 and not included in the Preliminary Settlement Statement, shall be taken into account in the Final Settlement Statement.

Preliminary Settlement Statement. No later than three five (35) Business Days prior to the Closing Date, Seller shall submit to Buyer Purchaser a preliminary settlement statement in substantially the form of Exhibit “I” H (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by BuyerPurchaser, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer Purchaser shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the PropertiesPurchased Assets. Buyer Purchaser shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer Purchaser shall submit a written report containing any changes Buyer Purchaser proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Day prior to Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in the Preliminary Settlement Statement.

Preliminary Settlement Statement. No later than three On or before the fifth (35th) Business Days Day prior to the Closing DateClosing, Seller shall prepare and submit to Buyer for review a preliminary draft settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in that shall set forth Seller’s good faith, faith estimate of the Purchase Price due by BuyerPrice, taking into account reflecting each proposed adjustment to be made in accordance with this Agreement as of the estimate date of preparation of such Preliminary Settlement Statement and the calculation of the adjustments permitted hereunder as identified on used to determine such form. In connection amount, together with the designation of Seller’s preparation accounts for the wire transfers of funds as set forth in Section 4.3(a). Within two (2) Business Days after receipt of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering will deliver to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report prepared in good faith containing any all changes that Buyer proposes to be made to the Preliminary Settlement Statement, if any, together with a brief explanation of such changes (a “Dispute Notice”). The Preliminary Settlement Statement, as agreed upon by the Parties, will be used to adjust the Base Purchase Price at Closing; provided, that if the Parties shall attempt to cannot agree on a final the Preliminary Settlement Statement no later than one (1) Day prior to the Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine control at Closing and after Closing, the adjustments to the Base Purchase Price to shall be used at Closing further adjusted under the Final Settlement Statement as set forth in the Preliminary Settlement StatementSection 8.13.