Prorated Items Sample Clauses
The Prorated Items clause defines how certain costs, expenses, or benefits are divided between parties based on the proportion of time or usage relevant to each party. In practice, this clause typically applies to items such as rent, utilities, taxes, or service fees that span a period during which ownership or responsibility changes hands, such as at the closing of a real estate transaction. By specifying that these items are allocated according to the actual period each party is responsible, the clause ensures a fair and accurate distribution of ongoing obligations, preventing disputes over partial payments or benefits.
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Prorated Items. When preparing the escrow closing statement for each Party, Escrow Agent shall prorate the following items between the Parties as of the date and time described below: (i) all ad valorem taxes and special taxes or assessments levied or assessed against the CSU Property; (ii) all utility costs and other expenses of operating the Real Property, if any; and (iii) all collected and uncollected rent and other income pursuant to the Leases in e fect on the Closing Date. The taxes and assessments, if any, shall be prorated for the year of the Closing as of 11:59 p.m. on the day immediately preceding the Closing Date. If the Closing occurs before the tax rate or the assessed valuation is fixed for the then-current year, the prorating of ad valorem taxes shall be based upon the tax rate and the assessed valuation for the preceding tax year. The utility costs and other expenses of operating the Real Property shall be prorated for the month of the Closing as of 11:59 p.m. on the day immediately preceding the Closing Date, utilizing the most recently available meter reading or other reliable information that the Parties reasonably agree upon for purposes of apportioning such costs and expenses. The Parties agree to reasonably apportion applicable taxes and costs between them upon the Closing, consistent with the provisions of this Section 9.9. The Closing shall constitute the final reconciliation of all taxes and costs to be apportioned between the Parties with respect to the Real Property. The collected and uncollected rent and other income from Leases shall be prorated for the month of the Closing as of 11:59 p.m. on the day immediately preceding the Closing Date. CSU shall receive a credit in an amount equal to any security deposits held by the City pursuant to the Leases, which credit will be reflected on the closing statements. To the extent rents and other income from the CSU Property are received by the City or by CSU after the Closing but are for any period of time before the Closing Date, such rents and other income belong to the City and shall immediately be remitted to the City and CSU shall have no right to such income. To the extent rents and other income from the CSU Property are received by the City or by CSU after the Closing but are for any period of time on or after the Closing Date, such rents and other income belong to CSU and shall immediately be remitted to CSU and the City shall have no right to such income. Promptly after the Closing, the City ...
Prorated Items. The following prorations shall be made as of 12:01 a.m. on the day the Closing occurs on the basis of a 365-day year. At least five (5) business days prior to the Closing Date, Escrow Holder shall deliver to Seller and Buyer a tentative closing and proration schedule setting forth a preliminary determination of all closing costs described below and the following prorations:
(a) Rentals, prepaid rentals and prepaid payments for the Property, together with any and all accrued interest thereon (collectively, "Rent") shall be prorated on the basis that Buyer shall receive a credit for all Rent which Seller has actually received before the Closing which is allocable to the period after the Closing. Buyer shall be obligated to use reasonable efforts to pursue for the benefit of Seller the collection of Rent not received as of the Closing which is allocable to the period prior to the Closing. Buyer shall also cooperate with Seller in Seller's efforts to collect such Rent. Seller shall be entitled to any such Rent collected after the Closing if and when received by either Buyer or Seller to the extent such payment specifically indicates that it is for a period prior to Closing; provided, however, as to Rent from self-pay private pay patients and residents only, whether or not designated as for a period prior to Closing, Buyer shall first be entitled to apply such rent to any post-closing current or delinquent Rent of such patients or residents and to deduct therefrom any reasonable third-party costs incurred by Buyer in collection thereof.
(b) Real estate taxes and assessments shall be prorated as of the Closing on the basis of the most recent tax statement for the Property.
(c) All utility charges, costs of maintenance, and other items of expense for the Property shall be prorated as of the Closing on the basis of schedules prepared by Seller for that purpose and reasonably approved by Buyer, with post-closing adjustments made between Seller and Buyer by cash payment upon demand to the party entitled thereto.
(d) For purposes of calculating prorations under this Section 7.2, except as otherwise set forth herein, all items of income and expenses for the period prior to the Closing Date will be for the account of Seller, and all items of income and expense for the period on and after the Closing Date will be for the account of Buyer.
(e) All other items customarily prorated as of the Closing Date in similar transactions shall be calculated by Escrow Holder on the b...
Prorated Items. (a) The following items are to be computed and apportioned as of 11:59 p.m. (Irvine, California time) on the calendar day immediately preceding the Closing Date (such time on such date being referred to as the "Proration Date"):
(i) water and sewer rents, fuel and electric charges as per meter readings taken not more than ten (10) calendar days prior to the Closing Date;
(ii) payments under all contracts, permits and licenses that are assigned to Purchaser;
(iii) real estate taxes and any assessments for the property tax year which will commence on July 1, 2004 and end on June 30, 2005 (the "2004/2005 Tax Year") and which are not yet delinquent;
(iv) any common area assessments and charges relating to the Real Property; and
(v) all other expenses relating to the ownership and operation of the Property.
(b) Subject to the provisions of Section 6.7(b), all amounts payable for services performed or materials furnished with respect to the Property prior to the Closing Date shall be paid by Seller (without regard to when the invoice is received and without regard to whether the invoice is received by Seller or Purchaser). All amounts payable for services performed or materials furnished with respect to the Property on or after the Closing Date shall be paid by Purchaser.
(c) The proration of real estate taxes shall be based on the tax statements, if available, for the Property for the 2004/2005 Tax Year. Seller shall pay to Purchaser, in cash (or by credit on Purchaser's closing statement) at the Closing, Seller's pro rata portion of the taxes for the 2004/2005 Tax Year through the Proration Date; provided, however, if at or prior to Closing, Seller has paid the first installment of the 2004/2005 Tax Year real estate taxes, then Purchaser shall pay to Seller, in cash at the Closing, Purchaser's pro rata portion of the taxes for the 2004/2005 Tax Year for the period from the Proration Date through December 31, 2004.
(d) Payments after the Closing Date pursuant to this Section 8.10 shall be made in cash to the applicable party at its address set forth in Section 13.1.
(e) The obligations of Seller and Purchaser under this Section 8.10 which are performable after the Closing Date shall survive the Closing and the delivery of the Deed.
Prorated Items. Rent; insurance, if assigned; fuel; association fees/dues; interest on any existing land contract, mortgage or lien assumed and/or to be paid by the Buyer will be adjusted to the date of closing of the sale.
Prorated Items. The following items will be prorated at the Closing: Not Applicable.
Prorated Items. The following items (on an accrual basis) shall be prorated between the applicable Seller Parties and the Buyer with respect to each of the applicable Properties as of 12:00:01 a.m., local time, on the Closing Date:
Prorated Items. The following items shall be prorated as of Closing: (i) Personal Property Lease payments; (ii) property Taxes, rent, utility charges, and other similar administrative obligations and prepaid benefits; (iii) insurance premiums for insurance purchased by Seller and retained by Buyer, if any; and (iv) interest and reserves on Encumbrances and obligations, if any, expressly assumed in writing by Buyer.
Prorated Items. Except as otherwise provided for in this Agreement, all income and expense associated with the operation of the Business (including taxes, governmental assessments, utilities, and similar items that are customarily prorated among buyers and sellers), including rents prepaid by Seller under any lease, will be apportioned among the Parties as of the Closing Date, it being the Parties’ intent that the operation of the Business and the income and expenses attributable thereto up to (but not including) the Closing Date will be for the account of Seller and from and after the Closing Date will be for the account of Buyer. After the Closing, upon the reasonable request of either Party following the discovery of any errors, inaccuracies, or omissions in the prorations made at the Closing, such prorations will be “trued up” and corrected and the Parties will promptly make such payments to one another as are necessary to effectuate the intended Closing prorations described in this Section. Notwithstanding the foregoing, nothing in this Section will be deemed an assumption by Buyer of, or to impose any obligation on Buyer for, any liabilities, obligations, or expenses associated with the Business other than the Assumed Contracts.
Prorated Items. As of the Close of Escrow, Escrow Holder shall prorate the following items on the basis of the actual number of days of the month which have elapsed as of the Closing Date and based upon a three hundred sixty-five (365)-day year: