Common use of Prorations at Closing Clause in Contracts

Prorations at Closing. ‌‌ (a) At Closing, any and all amounts owing for utilities, rents, service contracts and leases (to the extent the same are assignable), and all other customary items of income or expense related to the Real Property and Personal Property, will be prorated between Purchaser and Seller as of the Closing Date, Seller being charged and credited for all of same prior to the Closing Date and Purchaser being charged and credited for all of same on and after the Closing Date. All such Closing prorations are final and not adjustable. (b) From and after Closing, Purchaser will be solely responsible for payment of all unpaid taxes and assessments affecting the Real Property and Personal Property, whether known or unknown, current or delinquent, including, without limitation, any assessments, reassessments, interest, penalties, court costs, attorney fees and other costs that are or may become due because of (i) the transfer of the Property, (ii) a subsequent change in the use of the Property (e.g., “rollback taxes”) , or (iii) an omission or other mistake in assessment. Purchaser hereby agrees to pay all such taxes and costs and Purchaser will indemnify and save Seller harmless from and against all claims and liability for such taxes. (c) At Closing, Seller will, at its election and in its sole discretion, either deliver or credit to Purchaser any and all tenant security deposits then actually held by Seller under leases covering the Property. Seller will have no responsibility for tenant security deposits not actually held by Seller at Closing. Seller will be credited at Closing with the amount of any and all other deposits held by third parties with respect to the Property.

Prorations at Closing. ‌‌ (a) At Closing, any and all amounts owing for ad valorem taxes and assessments against the Real Property, utilities, rents, service contracts and leases (to the extent the same are assignable), dues and assessments of property associations and all other customary items of income or expense related to the Real Property and Personal Property, will be prorated between Purchaser and Seller as of the Closing Date, Seller being charged and credited for all of same prior to the Closing Date and Purchaser being charged and credited for all of same on and after the Closing Date. If an assessment for any such proratable item for the year of Closing has not yet been made by the assessing authority, then the proration will be based upon the prior year's assessment amount. All such Closing prorations are final and not adjustable. (b) From and after Closing, Purchaser will be solely responsible for payment of all unpaid taxes and assessments affecting the Real Property and Personal Property, whether known or unknown, current or delinquent, including, without limitation, any assessments, reassessments, interest, penalties, court costs, attorney fees and other costs that are or may become due because of (i) the transfer of the Property, (ii) a subsequent change in the use of the Property (e.g., “rollback taxes”) , or (iii) an omission or other mistake in assessment. Purchaser hereby agrees to pay all such taxes and costs and Purchaser will indemnify and save Seller harmless from and against all claims and liability for such taxes. (c) At Closing, Seller will, at its election and in its sole discretion, either deliver or credit to Purchaser any and all tenant security deposits then actually held by Seller under leases covering the Property. Seller will have no responsibility for tenant security deposits not actually held by Seller at Closing. Seller will be credited at Closing with the amount of any and all other deposits held by third parties with respect to the Property.