Common use of Adjustments at Closing Clause in Contracts

Adjustments at Closing. The following are to be apportioned pro-rata to the Closing Date for and based on each party’s respective Property: All utilities, security deposits, rental payments, electric, taxes, and assessments (real property and personal property), and water and sewer charges. Real estate and personal property taxes and special assessments assessed against the Property, if any, whether payable in installments or not, including without limitation all supplemental taxes attributable to the tax period before the Closing Date for the calendar year in which the Closing Date occurs shall be prorated on a per diem basis as of the date preceding the Closing Date, based on the latest available tax rate and assessed valuation. If the Closing occurs before the bill for taxes for the calendar year in which the Closing Date occurs is available, then the parties shall apportion said taxes based on the gross amount of taxes assessed for the immediately preceding year. Subsequent to the Closing Date, and when the bill for taxes is available for the calendar year in which the Closing Date occurs, the parties shall adjust the proration of taxes and, if necessary, refund or pay the other party such sums as shall be necessary to effect such adjustment. If on the Closing Date the Property or any part thereof shall have been affected by or shall be subject to any special tax, impact fee or assessment, then whether or not any such tax, impact fee or assessment is then a lien on the Property or any portion thereof or is payable to or on the Closing Date, all unpaid installments of any such tax, impact fee or assessment (including those which are to become due and payable after the Closing) shall be deemed to be due and payable prior to Closing and shall be apportioned between CITY and ▇▇▇▇▇. In the event the Property is classified as tax exempt at Closing, then in that event DIXIE and CITY shall comply with Section 196.295, Florida Statutes, with respect to the payment of prorated ad valorem taxes for the year of closing into escrow with the Palm Beach County Tax Collector’s Office. In the event that, following the Closing, the actual amount of assessed real property tax on the Property for the current year is higher or lower than any estimate of such tax used for purposes of the Closing, the parties shall re-prorate any amounts paid or credited based on such estimate as if paid in November. This provision shall survive the Closing.

Adjustments at Closing. The following are Notwithstanding anything to be apportioned pro-rata the contrary contained in this Contract or applicable law, the provisions of this Section 8.3 shall survive the Closing. All income and obligations attributable to days preceding the Closing Date for and based on each party’s respective Property: All utilities, security deposits, rental payments, electric, taxesshall be allocated to Seller, and assessments all income and obligations attributable to days from and after the Closing Date shall be allocated to Buyer. Without limitation upon the foregoing, the following items shall be adjusted or prorated between Seller and Buyer as set forth below: (real property and personal property), and water and sewer charges. Real estate 1) Ad valorem and personal property taxes and special assessments assessed against the Property, if any, whether payable in installments or not, including without limitation all supplemental taxes attributable relating to the tax period before the Closing Date Project for the calendar year in which the Closing Date occurs shall be prorated on a per diem basis between Seller and Buyer as of the date preceding Closing Date based upon taxes actually paid by Seller for the calendar year in which the Closing Dateoccurs, based on if Seller has paid such taxes prior to Closing, and otherwise upon the latest available tax rate ad valorem and assessed valuationpersonal property taxes due assuming payment in December of the year of Closing. If the Closing occurs before the bill for actual amount of taxes for the calendar year in which the Closing Date occurs shall occur is available, then the parties shall apportion said taxes based on the gross amount not known as of taxes assessed for the immediately preceding year. Subsequent to the Closing Date, and when the bill for taxes is available for the calendar year in which the Closing Date occurs, the parties shall adjust the proration shall be based on the amount of taxes anddue and payable with respect to the Project using the latest assessed value and tax rate. All other assessments affecting the Project, if necessaryany, refund or pay the other party such sums as assessed prior to Closing Date, shall be necessary to effect such adjustment. If on paid by the Closing Date the Property or any part thereof shall have been affected by or shall be subject to any special tax, impact fee or assessment, then whether or not any such tax, impact fee or assessment is then a lien on the Property or any portion thereof or is payable to or on Seller and if assessed after the Closing Date, all unpaid installments shall be paid by the Buyer. (2) Base rents, escalation or reimbursement payments for real estate and personal property taxes, insurance premiums, CAM or other operating expenses and charges, payable with respect to the Project for the then current month shall be prorated as of any such taxthe Closing Date. Percentage rents for each Tenant obligated therefor shall be prorated on the basis of the number of days lapsed during the Tenant=s percentage rent period as of the Closing Date and not on the basis of the amount of the Tenant's sales which accrued during the current percentage rent period as of the Closing Date. If the actual amount of percentage rents for the period in which Closing shall occur is not known as of the Closing Date, impact fee or assessment (including those which are to become the proration shall be estimated based on the amount of percentage rents that were due and payable during the previous percentage rent period, and shall be adjusted between the parties post-Closing to reflect the actual amounts at the end of the current percentage rent period. The obligation of the parties to adjust, post-Closing, the percentage rents shall survive the Closing and any amounts owed shall be paid by the party responsible therefor within ten (10) days after written demand therefor has been made. With respect to any Tenant who owes rents and other charges which at Closing are past due (ADelinquent Tenant@), such past due rents and other charges (ADelinquencies@) shall not be prorated. Buyer shall use good faith efforts to collect such Delinquencies, if any, and Buyer shall remit such Delinquencies to Seller immediately as and when collected by Buyer, provided, however, that any payment received by Buyer from a Delinquent Tenant may be applied first to any rents or other sums that are past due by such Delinquent Tenant from and after the Closing) Closing Date. The right to receive and collect all rents and profits, delinquent or otherwise, shall be deemed assigned by Seller to Buyer at Closing, subject to any adjustment for percentage rents as set forth above. (3) All other income and ordinary operating expenses of the Project, including, without limitation, public utility charges, maintenance, management, and other service charges, and all other normal operating charges shall be due prorated at the Closing effective as of the Closing Date based upon the best available information. The obligation of the parties to adjust, post-Closing, and payable prior any operating expenses as of the Closing Date, shall, to the extent unknown or not provided for at Closing, survive the Closing and shall be apportioned between CITY and ▇▇▇▇▇paid by the party responsible therefor within ten (10) days after written demand therefor has been made. In the event the Property is classified as tax exempt at Closing, then in that event DIXIE and CITY Such demand shall comply with Section 196.295, Florida Statutes, with respect to the payment of prorated ad valorem taxes for the year of closing into escrow with the Palm Beach County Tax Collector’s Office. In the event that, following the Closing, the actual amount of assessed real property tax on the Property for the current year is higher or lower than any estimate of such tax used for purposes include a copy of the Closing, the parties shall re-prorate any amounts paid invoice(s) for which payment or credited based on such estimate as if paid in November. This provision shall survive the Closingreimbursement is sought.

Adjustments at Closing. The following are Notwithstanding anything to be apportioned pro-rata the contrary contained in this Contract or applicable law, the provisions of this Section 8.3 shall survive the Closing. All income and obligations attributable to days preceding the Closing Date for and based on each party’s respective Property: All utilities, security deposits, rental payments, electric, taxesshall be allocated to Seller, and assessments all income and obligations attributable to days from and after the Closing Date shall be allocated to Buyer. Without limitation upon the foregoing, the following items shall be adjusted or prorated between Seller and Buyer as set forth below: (real property and personal property), and water and sewer charges. Real estate a) Ad valorem and personal property taxes and special assessments assessed against the Property, if any, whether payable in installments or not, including without limitation all supplemental taxes attributable relating to the tax period before the Closing Date Project for the calendar year in which the Closing Date occurs shall be prorated on a per diem basis between Seller and Buyer as of the date preceding Closing Date based upon taxes actually paid by Seller for the calendar year in which the Closing Dateoccurs, based on if Seller has paid such taxes prior to Closing, and otherwise upon the latest available tax rate ad valorem and assessed valuationpersonal property taxes due assuming payment in December of the year of Closing. If the Closing occurs before the bill for actual amount of taxes for the calendar year in which the Closing Date occurs shall occur is available, then the parties shall apportion said taxes based on the gross amount not known as of taxes assessed for the immediately preceding year. Subsequent to the Closing Date, and when the bill for taxes is available for the calendar year in which the Closing Date occurs, the parties shall adjust the proration shall be based on the amount of taxes anddue and payable with respect to the Project using the latest assessed value and tax rate. All other assessments affecting the Project, if necessaryany, refund or pay the other party such sums as assessed prior to Closing Date, shall be necessary to effect such adjustment. If on paid by the Closing Date the Property or any part thereof shall have been affected by or shall be subject to any special tax, impact fee or assessment, then whether or not any such tax, impact fee or assessment is then a lien on the Property or any portion thereof or is payable to or on Seller and if assessed after the Closing Date, all unpaid installments shall be paid by the Buyer. (b) Base rents, escalation or reimbursement payments for real estate and personal property taxes, insurance premiums, CAM or other operating expenses and charges, payable with respect to the Project for the then current month shall be prorated as of any such taxthe Closing Date. Percentage rents for each Tenant obligated therefor shall be prorated on the basis of the number of days lapsed during the Tenant's percentage rent period as of the Closing Date and not on the basis of the amount of the Tenant's sales which accrued during the current percentage rent period as of the Closing Date. If the actual amount of percentage rents for the period in which Closing shall occur is not known as of the Closing Date, impact fee or assessment (including those which are to become the proration shall be estimated based on the amount of percentage rents that were due and payable during the previous percentage rent period, and shall be adjusted between the parties post-Closing to reflect the actual amounts at the end of the current percentage rent period. The obligation of the parties to adjust, post-Closing, the percentage rents shall survive the Closing and any amounts owed shall be paid by the party responsible therefor within ten (10) days after written demand therefor has been made. With respect to any Tenant who owes rents and other charges which at Closing are past due ("Delinquent Tenant"), such past due rents and other charges ("Delinquencies") shall not be prorated. Buyer shall use good faith efforts to collect such Delinquencies, if any, and Buyer shall remit such Delinquencies to Seller immediately as and when collected by Buyer, provided, however, that any payment received by Buyer from a Delinquent Tenant may be applied first to any rents or other sums that are past due by such Delinquent Tenant from and after the Closing) Closing Date. The right to receive and collect all rents and profits, delinquent or otherwise, shall be deemed assigned by Seller to Buyer at Closing, subject to any adjustment for percentage rents as set forth above. (c) All other income and ordinary operating expenses of the Project, including, without limitation, public utility charges, maintenance, management, and other service charges, and all other normal operating charges shall be due prorated at the Closing effective as of the Closing Date based upon the best available information. The obligation of the parties to adjust, post-Closing, and payable prior any operating expenses as of the Closing Date, shall, to the extent unknown or not provided for at Closing, survive the Closing and shall be apportioned between CITY and ▇▇▇▇▇paid by the party responsible therefor within ten (10) days after written demand therefor has been made. In the event the Property is classified as tax exempt at Closing, then in that event DIXIE and CITY Such demand shall comply with Section 196.295, Florida Statutes, with respect to the payment of prorated ad valorem taxes for the year of closing into escrow with the Palm Beach County Tax Collector’s Office. In the event that, following the Closing, the actual amount of assessed real property tax on the Property for the current year is higher or lower than any estimate of such tax used for purposes include a copy of the Closing, the parties shall re-prorate any amounts paid invoice(s) for which payment or credited based on such estimate as if paid in November. This provision shall survive the Closingreimbursement is sought.

Adjustments at Closing. The following are Notwithstanding anything to be apportioned pro-rata the contrary contained in this Contract or applicable law, the provisions of this Section 8.3 shall survive the Closing. All income and obligations attributable to days preceding the Closing Date for and based on each party’s respective Property: All utilities, security deposits, rental payments, electric, taxesshall be allocated to Seller, and assessments all income and obligations attributable to days from and after the Closing Date shall be allocated to Buyer. Without limitation upon the foregoing, the following items shall be adjusted or prorated between Seller and Buyer as set forth below: (real property and personal property), and water and sewer charges. Real estate a) Ad valorem and personal property taxes and special assessments assessed against the Property, if any, whether payable in installments or not, including without limitation all supplemental taxes attributable relating to the tax period before the Closing Date Project for the calendar year in which the Closing Date occurs shall be prorated on a per diem basis between Seller and Buyer as of the date preceding Closing Date based upon taxes actually paid by Seller for the calendar year in which the Closing Dateoccurs, based if Seller has paid such taxes prior to Closing, and otherwise upon the ad valorem and personal property taxes due assuming payment on December 31st of the latest available tax rate and assessed valuationyear of Closing. If the Closing occurs before the bill for actual amount of taxes for the calendar year in which the Closing Date occurs shall occur is available, then the parties shall apportion said taxes based on the gross amount not known as of taxes assessed for the immediately preceding year. Subsequent to the Closing Date, and when the bill for taxes is available for the calendar year in which the Closing Date occurs, the parties shall adjust the proration shall be based on the amount of taxes anddue and payable with respect to the Project using the latest assessed value and tax rate. All other assessments affecting the Project, if necessaryany, refund or pay the other party such sums as assessed prior to Closing Date, shall be necessary to effect such adjustment. If on paid by the Closing Date the Property or any part thereof shall have been affected by or shall be subject to any special tax, impact fee or assessment, then whether or not any such tax, impact fee or assessment is then a lien on the Property or any portion thereof or is payable to or on Seller and if assessed after the Closing Date, all unpaid installments shall be paid by the Buyer. (b) Base rents, escalation or reimbursement payments for real estate and personal property taxes, insurance premiums, CAM or other operating expenses and charges, payable with respect to the Project for the then current month shall be prorated as of any the Closing Date. Percentage rents for each Tenant obligated therefor shall be pro-rated on the basis of the number of days lapsed during the Tenant's percentage rent period as of the Closing Date and not on the basis of the amount of the Tenant's sales which accrued during such taxpercentage rent period as of the Closing Date. Such proration may not be capable of determination at the Closing Date, impact fee in which event, such prorations shall be made post-Closing. Any rent concessions granted by the Seller to Tenants for free rent, concessions or assessment (including those abatements, which are apply to become due and payable periods after the ClosingClosing Date shall not be prorated but shall be credited to the Buyer. With respect to any Tenant ("Delinquent Tenant") who owes rents and other charges which at Closing are past due, such past due rents and other charges ("Delinquencies") shall not be deemed prorated. Buyer shall use good faith efforts to collect Delinquencies and shall remit such Delinquencies, if any, if, as and when collected by Buyer; provided, however, that if a payment is received by Buyer from a Delinquent Tenant, such payment may be applied by Buyer first to any rents or other sums that are past due by such Delinquent Tenant from and payable prior after the Closing Date. The right to receive and collect all rents and profits, delinquent or otherwise, shall be assigned by Seller to Buyer at Closing. (c) All other income and ordinary operating expenses of the Project, including, without limitation, public utility charges, maintenance, management, and other service charges, and all other normal operating charges shall be prorated at the Closing effective as of the Closing Date based upon the best available information. The obligation of the parties to adjust, post-Closing, and any operating expenses as of the Closing Date, shall, to the extent unknown or not provided for at Closing, survive the Closing and shall be apportioned between CITY and ▇▇▇▇▇paid by the party responsible therefor within ten (10) days after written demand therefor has been made. In the event the Property is classified as tax exempt at Closing, then in that event DIXIE and CITY Such demand shall comply with Section 196.295, Florida Statutes, with respect to the payment of prorated ad valorem taxes for the year of closing into escrow with the Palm Beach County Tax Collector’s Office. In the event that, following the Closing, the actual amount of assessed real property tax on the Property for the current year is higher or lower than any estimate of such tax used for purposes include a copy of the Closinginvoice(s) for which payment or reimbursement is sought. (d) All obligations for tenant finish-out and other leasing concessions, relating to Leases entered into between the parties Contract Date and the Closing Date, shall re-prorate any amounts paid or credited based on such estimate as if paid in November. This provision shall survive the Closingbe assumed by Buyer.