Common use of Application of Refunds or Savings Clause in Contracts

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants).

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the any Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the such Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants Tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants Tenants or (b) be paid by the Seller directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenants); provided, however, that neither the Seller nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants).

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the BuyerCompany; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents Additional Rent paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer Company and the Buyer Company shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the BuyerCompany, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the SellerSellers, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's Sellers' election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller Sellers or City Center LLC directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller Sellers and the Buyer, respectively (without regard to any amounts reimbursable to tenants).

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of Buyer (it being acknowledged that any refunds or savings in the Buyerpayment of taxes applicable in the fiscal year in which the Closing occurs shall be apportioned pursuant to Section 10.2 hereof); provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents Additional Rent paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to property taxes payable during the period prior to the date of the Closing (as such period for which any Seller is determined in accordance with Section 11.4 of responsible under this Agreement) Agreement shall belong to and be the property of the SellerSellers, and any refunds or savings in the payment of property taxes applicable to taxes payable from and after the date of the Closing (as such period for which Buyer is determined in accordance with Section 11.4 of responsible under this Agreement)shall Agreement shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Lease to such tenant) shall, at the Seller's election, either (a) shall be paid to the Buyer and the Buyer shall disburse deliver the same to such tenants or tenant (b) be paid by the Seller directly and Buyer shall indemnify Sellers for any Losses relating to the tenants entitled thereto, after payment of Buyer's costs related thereto’s failure to so deliver). All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller Sellers and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Sellers nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding. The provisions of this Section 21.22 shall survive the Closing.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All reasonable attorneys' ’ fees and other expenses actually incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreementand allocable to any Subject Property) shall belong to and be the property of the applicable Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall and allocable to any Subject Property) shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Lease to such tenant) shall, at the applicable Seller's ’s election, either (a) be paid to the Buyer Buyer, and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the applicable Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the applicable Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither the applicable Seller nor Buyer shall have any liability for any such fees or expenses incurred by the other party in excess of the refund or savings paid to such other party.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the SellerSellers, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Lease to such tenant) shall, at the Seller's Sellers’ election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller Sellers directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller Sellers and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Sellers nor Buyer shall have any Liability for any such fees or expenses in excess of the refund or savings paid to such Party unless such Party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the BuyerPurchaser; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Commercial Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Commercial Lease to such tenant) shall, at the Seller's election, either (a) shall be paid to the Buyer and the Buyer Purchaser, Purchaser shall disburse the same to such tenants or (b) be paid and, if any such payment relates to Seller’s period of ownership, Purchaser shall indemnify, protect, defend and hold Seller harmless from any claim asserted against Seller by the Seller directly any tenant for Purchaser’s failure to the tenants entitled thereto, after payment of Buyer's costs related theretoremit same. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer Purchaser in proportion to the gross amount of such refunds or savings payable to the Seller and the BuyerPurchaser, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Seller nor Purchaser shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding. The provisions of this Section 16.21 shall survive indefinitely.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date year of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the SellerSellers, and any refunds or savings in the payment of taxes applicable to taxes payable from and after for the date year of the Closing (as such period is determined in accordance with Section 11.4 shall be prorated based on the relative number of this Agreement)shall belong to and be the property days of ownership of the Buyerapplicable Property; provided, however, that if any such refund creates an obligation to reimburse any tenants Tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's Sellers' election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller Sellers directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller Sellers and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenants); provided, however, that neither the Sellers nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable on account of taxes allocable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable on account of taxes allocable to taxes payable the period from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants Tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, Seller and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the BuyerBuyer (it being acknowledged that any refunds or savings in the payment of taxes applicable to the fiscal year in which the Closing occurs shall be apportioned pursuant to Section 10.2 hereof); provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases the Tenants for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenantapplicable Lease) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants the Tenant or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related theretoTenant. All reasonable attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenant); provided, however, that neither the Seller nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable on account of taxes allocable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) Date shall belong to and be the property of the SellerSellers, and any refunds or savings in the payment of taxes applicable on account of taxes allocable to taxes payable the period from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall Date shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents Additional Rent paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's election, either (a) shall be paid to the Buyer and the Buyer shall disburse the same to such tenants. Buyer shall indemnify, defend, and hold Sellers and the other seller related parties harmless from and against any Losses arising out of or resulting from Buyer’s failure to remit any amounts actually received from Sellers to tenants or (b) be paid by in accordance with the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related theretoprovisions hereof. All attorneys' ’ Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller Sellers and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Sellers nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) Date shall belong to and be the property of the SellerSellers, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall Date shall belong to and be the property of the Buyer; provided, however, that if any such refund received by any of the Sellers pursuant to this Section 12.2 creates an obligation to reimburse any tenants Tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenantTenant) shall, at the Seller's election, shall either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants Tenants or (b) be paid by the Seller Sellers directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller Sellers and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenants); provided, however, that neither the Sellers nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding. All amounts payable to the Buyer shall be paid by the Sellers within ten (10) Business Days after receipt by the Sellers or its successors or assigns of such refund or savings. All amounts payable to the Sellers shall be paid by the Buyer within ten (10) Business Days after receipt by the Buyer or its successors or assigns of such refund or savings.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings that are applicable to taxes payable during allocable to the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the applicable Seller, and any refunds or savings in the payment of taxes that are applicable to taxes payable allocable to the period from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Lease to such tenant) shall, at the such Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the such Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All reasonable attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the applicable Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the such Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither the applicable Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during applicable to the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the applicable Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Lease to such tenant) shall, at the Seller's election, either (a) shall be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related theretotenants. All reasonably outside counsel attorneys' ’ fees and other third party expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the applicable Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither any Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable on account of taxes allocable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) Date shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable on account of taxes allocable to taxes payable the period from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall Date shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases Tenants for any rents Rents or additional rents Additional Rent paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenantTenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants Tenants or (b) be paid by the Seller directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants Tenant under Space Leases the Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenantTenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants Tenant or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related theretoTenant. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenant); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable the period from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the BuyerPurchaser; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's election, either (a) be paid to the Buyer Purchaser and the Buyer Purchaser shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer Purchaser in proportion to the gross amount of such refunds or savings payable to the Seller and the BuyerPurchaser, respectively (without regard to any amounts reimbursable to tenants).

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the applicable Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space such Lease to such tenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the applicable Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants).; provided, however, that neither the applicable Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding. 10.15.3

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the period prior to the date of the any Closing (as such period is determined in accordance with Section 11.4 of this Agreement) shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the such Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants Tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants Tenants or (b) be paid by the Seller directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' fees and other expenses incurred in obtaining such refunds or 42 savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenantsTenants); provided, however, that neither the Seller nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding. Section 10.3.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction proceedings applicable to taxes payable during the any period prior to the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) Date shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after the date of the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall Date shall belong to and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases Tenants for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenantTenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants Tenants or (b) be paid by the Seller directly to the tenants Tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refunds or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of taxes resulting from such tax reduction or assessed valuation proceedings applicable to taxes payable during the period relating to any fiscal years ending prior to the date of fiscal year in which the Closing (as such period is determined in accordance with Section 11.4 of this Agreement) occurs shall belong to and be the property of the Seller, and any refunds or savings in the payment of taxes applicable to taxes payable from and after relating to the date of fiscal year in which the Closing (as such period is determined in accordance with Section 11.4 of this Agreement)shall belong to occurs shall be prorated between Seller and be the property of the Buyer; provided, however, that if any such refund creates an obligation to reimburse any tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such tenant) shall, at the Seller's ’s election, either (a) be paid to the Buyer and the Buyer shall disburse the same to such tenants or (b) be paid by the Seller directly to the tenants entitled thereto, after payment of Buyer's costs related thereto. All attorneys' ’ fees and other expenses incurred in obtaining such refunds or savings shall be apportioned between the Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Seller and the Buyer, respectively (without regard to any amounts reimbursable to tenants); provided, however, that neither Seller nor Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.