Prorations and Apportionments Sample Clauses
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Prorations and Apportionments. V.8.1. All revenues and all expenses of the Property shall be prorated and apportioned as of 12:01 a.m. on the Closing Date, so that Seller shall bear all expenses with respect to the Property and shall have the benefit of all income with respect to the Property through and including the period preceding the Closing Date. Any revenue or expense amount which cannot be ascertained with certainty as of the Closing Date shall be prorated on the basis of the parties' reasonable estimates of such amount (other than reimbursements for operating expenses not billed currently to tenants) and shall be the subject of a final proration thirty (30) days after the Closing Date or as soon thereafter as the precise amounts can be ascertained. A statement setting forth such agreed prorations shall be delivered to the Title Company. The Title Company shall not be required to calculate any prorations.
V.8.2. Prepaid rents under the Leases shall be credited to Buyer. Amounts for free rents, concessions, lease takeovers and similar matters not previously paid or satisfied prior to the Closing Date shall be credited to Buyer. Rents in arrears will not be prorated, but will be paid to Seller by Buyer when collected by Buyer, such payment to occur every thirty (30) days following the Closing Date. Except as expressly provided for in SECTION 5.10 below, the first monies received by Buyer from each tenant after the Closing Date shall be applied first to current rents and other sums due and thereafter shall be applied to rent in arrears.
V.8.3. Expenses to be prorated shall include taxes (other than personal property taxes on Personal Property), payments under any Service Contracts (provided that any delinquent payments owing to Seller shall be treated in the same manner as delinquent rents), gas, electricity and other utility charges, any unfixed meter charges, if any (apportioned on the basis of the last meter reading), license and permit fees and other expenses customarily prorated. If possible, in lieu of prorating, utilities and other expenses shall be contracted for in the name of Buyer as of the Closing Date, with Seller being responsible directly to the utility provider and others for accrued and unpaid expenses. No prorations in respect to personal property taxes on Personal Property based upon Seller's warranty that no personal property taxes have been assessed against the Personal Property for the previous five (5) years.
Prorations and Apportionments. Contemporaneously with the Closing, Seller intends to lease the Properties from Buyer. Therefore, the parties do not anticipate the need to prorate revenues or expenses. However, in the event an item of expense or revenue must be prorated, it shall be prorated and apportioned as of 12:01 a.m. on the date of the Closing so that Seller shall bear all expenses with respect to the Properties and shall have the benefit of all income with respect to the Properties through and including the period preceding the date of the Closing. Any taxes or other amounts which cannot be ascertained with certainty as of the Closing shall be prorated on the basis of the parties’ reasonable estimates of such amount(s) and shall be the subject of a final proration thirty (30) days after the Closing or as soon thereafter as the precise amounts can be ascertained. Notwithstanding the foregoing, monthly rent payable by the “Tenant” under the Lease shall be prorated based upon the actual number of days in the month in which the Closing occurs, and shall be paid by Seller at the Closing for the period commencing on the Closing and ending on the last day of the month in which the Closing occurs. In addition, if the Closing occurs on or after the twenty-fifth (25th) day of the month, Seller also shall pay the monthly rent payable by Tenant under the Lease for the immediately succeeding calendar month.
Prorations and Apportionments. As set forth in each Lease, Seller will be responsible for the payment of all utilities, taxes, assessments, charges and costs of every kind and nature associated with the operation and use of a Location. As such, Buyer and Seller shall not adjust, prorate or apportion any such items at Closing but rather Seller shall continue to be fully responsible for all such items. Seller shall have no claims against Buyer, and Seller hereby releases Buyer from and agrees to indemnify and hold Buyer harmless from all claims and liability with respect to the agreement herein not to make any such adjustments, prorations and apportionments.
Prorations and Apportionments. As Tenant will be responsible for the payment of all utilities, taxes, assessments, charges and costs of every kind and nature associated with the operation and use of the Property, as more particularly set forth in the Lease, Buyer and Seller shall not adjust, prorate or apportion any such items at Closing but rather Seller and Tenant shall continue to be fully responsible for all such items. Seller shall have no claims against B▇▇▇▇ and h▇▇▇▇▇ releases B▇▇▇▇ from and agrees to indemnify and hold Buyer harmless from all claims and liability with respect to any such adjustments, prorations and apportionments. The terms and provisions of this Section 7(e) shall survive Closing and the transfer of title.
Prorations and Apportionments. Except as otherwise provided herein, all utility bills, telephone bills, internet access and web site costs, licenses and personal property taxes incurred in the operation of the Business (excluding sales and use tax on the Assets purchased under this Agreement which taxes are not to be prorated and are payable in full solely by the GNXE under Section 3.7 hereof) shall be prorated and apportioned as of 11:59 p.m. California time of the day immediately preceding the Closing Date (collectively the "Prorations"). Taxes and assessments shall be prorated as of the Closing Date, based on a three hundred sixty-five (365) day year. Any items to be prorated that are not determined or determinable at the Closing shall be adjusted by Merd and GNXE by appropriate cash payment after the Closing when the amount due is determined. Except as otherwise provided herein, Merd shall be charged and credited for such Prorations up to the Closing Date and GNXE shall be charged and credited (or paid by check for unused deposits or prepaid rents) for all of the same on and after the Closing Date. Prior to Closing, GNXE and Merd shall review and approve the Prorations. If the actual amounts to be prorated are not then known the Prorations shall be made on the basis of the best evidence then available. When actual figures are later received, a cash settlement will be made between GNXE and Merd. The provisions of this Section shall survive the Closing.
Prorations and Apportionments. Contemporaneously with the Closing, Seller intends to lease the Property from Buyer. Therefore, the parties do not anticipate the need to prorate revenues or expenses. However, in the event an item of expense or revenue must be prorated, it shall be prorated and apportioned as of 12:01 a.m. on the date of the Closing so that Seller shall bear all expenses with respect to the Property and shall have the benefit of all income with respect to the Property through and including the period preceding the date of the Closing. Any taxes or other amounts which cannot be ascertained with certainty as of the Closing shall be prorated on the basis of the parties’ reasonable estimates of such amount(s) and shall be the subject of a final proration thirty (30) days after the Closing or as soon thereafter as the precise amounts can be ascertained.
Prorations and Apportionments. (a) All revenues from the Property and all expenses of the Property shall be prorated and apportioned as of 12:01 a.m., Pacific time, on the Closing Date (the "PRORATIONS"). Taxes shall be prorated as of the Closing Date, based on a 365-day year. Contributor shall be charged and credited for such Prorations up to the Closing Date and Company shall be charged and credited (or, at Contributor's option, paid by check for unused security or other deposits) for all of the same on and after the Closing Date. Prior to the Closing, Company and Contributor shall review and approve the Prorations. If the actual amounts to be prorated are not then known, or if any additional expenses are incurred or income received after the date the Prorations are made, the Prorations shall be made on the basis of the best evidence then available. When actual figures are later received, a cash settlement will be made between Contributor and Company. To the extent possible, Contributor shall have all metered utilities read by the applicable utility provider as of the Closing Date. As to each utility which is so read, Contributor shall have the responsibility to pay at Closing each bill ▇▇▇refore, and Company shall be responsible for all subsequent charges for such utilities. To the extent such utilities may not be read as of the Closing, such utility bills shall be prorated when the last bill ▇▇▇urred by Contributor is received. No Prorations shall be made for rents, license payments, receivables or accounts
Prorations and Apportionments. (a) All revenues and all expenses of the Property shall be prorated and apportioned as of 12:01 a.m. on the Closing Date, so that Seller shall bear all expenses with respect to the Property and shall have the benefit of all income with respect to the Property through and including the period preceding the Closing Date. Any revenue or expense amount which cannot be ascertained with certainty as of the Closing Date shall be prorated on the basis of the parties' reasonable estimates of such amount and shall be the subject of a final proration 30 business days after the Closing Date or as soon thereafter as the precise amounts can be ascertained.
(b) Expenses to be prorated shall include taxes (including personal property taxes on Personal Property); water rates and sewer rents, if any; gas, electricity and other utility charges; any unfixed meter charges, if any (apportioned on the basis of the last meter reading); license and permit fees; and other expenses customarily prorated. If possible, in lieu of prorating, utilities and other expenses shall be contracted for in the name of Buyer as of the Closing Date.
(c) The amount of any amortized bond or assessment which is a lien against the Property shall be paid current by Seller and assumed by Buyer. Buyer shall assume all assessments levied against the Property.
(d) Either party owing the other party a sum of money based on adjustments made to prorations after the Closing Date shall promptly pay that sum to the other party, together with interest thereon at the rate of 10% per annum to the date of payment if payment is not made within ten business days after mutual agreement of the amount due.
Prorations and Apportionments. There shall be no prorations or apportionments of rents, real estate taxes or other amounts between the Sonesta Partners and/or the Partnership, on the one hand, and KBLP, on the other hand.
Prorations and Apportionments. (a) All expenses of the Property shall be prorated and apportioned as of 12:01 a.m., Pacific time, on the Closing Date (the "Prorations"). Taxes shall be prorated as of the Closing Date, based on a 365-day year. Seller shall be charged and credited for such Prorations up to the Closing Date and Buyer shall be charged and credited (or, at Seller's option, paid by check for unused security or other deposits) for all of the same on and after the Closing Date. Prior to the Closing, Buyer and Seller shall review and approve the Prorations. If the actual amounts to be prorated are not then known, or if any additional expenses are incurred after the date the Prorations are made, the Prorations shall be made on the basis of the best evidence then available. When actual figures are later received, a cash settlement will be made between Seller and Buyer. All utility bills shall be prorated when the last b▇▇▇ incurred by Seller is received.
(b) The provisions of this Section shall survive the Closing.