Common use of PRORATIONS POST CLOSING Clause in Contracts

PRORATIONS POST CLOSING. Sellers and Purchaser acknowledge that it will not be possible to make all necessary adjustments in items of proration at Closing. As a result, all utility charges, accounts payable and receivable and other items of income and expense will be subject to a post-closing adjustment procedure set forth in this SECTION 9.2. Other items of income or expense will be prorated as to Sellers for the period up to and including the day of the Closing and as to Purchaser for the period of the day after the Closing and thereafter. Sellers and Purchaser agree that their respective designated accounting personnel will diligently proceed to make such adjustments promptly following the date of Closing and to finalize all such adjustments within the later of: (i) thirty (30) days from Closing or (ii) thirty (30) days from the date all information necessary to make such adjustments is available to the Parties, but in no event later than sixty (60) days from the Closing Date. Each Party agrees promptly to pay to the other Party, within ten (10) days of such final adjustment determination, any amounts due and owing to such party. The provisions of this SECTION 9.2 will survive the Closing.

Appears in 1 contract

Sources: Sale and Purchase Agreement (Arvida JMB Partners L P)

PRORATIONS POST CLOSING. Sellers Seller and Purchaser acknowledge that it will not be possible to make all necessary adjustments in items of proration at Closing. As a result, all utility charges, accounts payable and receivable and other items of income and expense as to which information is not available prior to Closing will be subject to a post-post closing adjustment procedure set forth in this SECTION 9.2. Other items of income or expense will be prorated as to Sellers Seller for the period up to and including the day of the Closing and as to Purchaser for the period of the day after the Closing and thereafter. Sellers Seller and Purchaser agree that their respective designated accounting personnel will diligently proceed to make such adjustments promptly following the date of Closing and in order to finalize all such adjustments within the later earlier of: (i) thirty (30) days from after the Closing Date or (ii) thirty (30) days from after the date all information necessary to make such adjustments is available to the Parties, but in no event later than sixty (60) days from the Closing Dateboth parties. Each Party party agrees to promptly to pay to the other Partyparty, within ten (10) days of such final adjustment determination, any amounts due and owing to such party. The provisions of this SECTION 9.2 will survive the ClosingClosing for a period of six (6) months.

Appears in 1 contract

Sources: Sale and Purchase Agreement (Arvida JMB Partners L P)