Common use of Certain Items Prorated Clause in Contracts

Certain Items Prorated. In accordance with the notifications, Escrow Agent shall prorate between the parties (and the parties shall deposit funds therefor with Escrow Agent or shall instruct Escrow Agent to debit against sums held by Escrow Agent owing to such party), as of 11:59 p.m. Eastern Time on the day immediately preceding the Closing Date, all income and expenses with respect to the Property and payable to or by the owner of the Property, including, without limitation: (a) all real property taxes and assessments which shall be prorated on the basis of the fiscal year of the applicable taxing authority (if the Closing shall occur before the tax rate is fixed, the apportionment of taxes shall be based on the tax rate for the preceding period applied to the latest assessed valuation and after the Closing, when the actual real property taxes are finally fixed, Seller and Purchaser shall promptly make a recalculation of such proration, and the appropriate party shall make the applicable payment reflecting the recalculation to the other party); (b) rents and other tenant payments and tenant reimbursements (collectively, “Tenant Payments”) if any, actually received under the Leases in effect as of the Closing Date; (c) [intentionally omitted]; (d) charges for water, sewer, electricity, gas, fuel and other utility charges, all of which shall be read promptly before Closing, unless Seller elects to close its own applicable account, in which event Purchaser shall open its own account and the respective charges shall not be prorated and subject in any event to Section 7.1.7 below with respect to ratio utility billing systems (RUBS); (e) amounts prepaid and amounts accrued but unpaid on service contracts and management contracts which are to be assumed by Purchaser and including any lump sum or upfront payments paid to Seller pursuant to any agreements entered into by Seller; and (f) periodic fees for licenses, permits or other authorizations with respect to the Property. The adjustment obligation in this Section 7.1.1 shall survive the Closing.

Certain Items Prorated. In accordance with the notifications, Escrow Title Agent shall prorate between the parties (and the parties shall deposit funds therefor with Escrow Title Agent or shall instruct Escrow Title Agent to debit against sums held by Escrow Title Agent owing to such party), as of 11:59 p.m. Eastern Time on of the day immediately preceding prior to the Closing DateClosing, all income and expenses with respect to the Property and payable to or by the owner of the Property, including, without limitation: (ai) all real property taxes and assessments which shall be prorated on the basis of the fiscal year of the applicable taxing authority period for which assessed (if the Closing shall occur before the tax rate is fixed, the apportionment of taxes shall be based on the tax rate for the preceding period applied to an amount equal to the latest assessed valuation gross Purchase Price, and after the Closing, when the actual real property taxes are finally fixed, Seller and Purchaser shall promptly make a recalculation of such proration, and the appropriate party shall make the applicable payment reflecting the recalculation to the other party); (bii) rents and other tenant payments and tenant reimbursements (collectively, “Tenant Payments”) if any, actually received under the Leases in effect as of the Closing DateLeases, subject to Section 7.1.5 below; (c) [intentionally omitted]; (diii) charges for water, sewer, electricity, gas, fuel and other utility charges, all of which shall be read promptly before Closing, unless Seller elects to close its own applicable account, in which event Purchaser shall open its own account and the respective charges shall not be prorated and subject in any event to Section 7.1.7 below with respect to ratio utility billing systems (RUBS)prorated; (eiv) amounts prepaid and amounts accrued but unpaid on service contracts and management contracts which are to be assumed by Purchaser and including any lump sum or upfront payments paid to Seller pursuant to any agreements entered into by SellerPurchaser; and (fv) periodic fees for licenses, permits or other authorizations with respect to the Property. The adjustment obligation in this Section 7.1.1 of the parties to recalculate the proration of taxes shall survive the Closing.

Certain Items Prorated. In accordance with the notifications, Escrow Agent shall prorate between the parties (and the parties shall deposit funds therefor with Escrow Agent or shall instruct Escrow Agent to debit against sums held by Escrow Agent owing to such party), as of 11:59 p.m. Eastern Time on the day immediately preceding prior to the Pre-Closing Date, all income and expenses with respect to the Property and payable to or by the owner of the Property, including, without limitation: (a) all real property taxes and assessments which shall be prorated on the a calendar year basis of the fiscal year of the applicable taxing authority (if the Closing shall occur before the tax rate is fixed, the apportionment of taxes shall be based on the tax rate for the preceding period applied to the latest assessed valuation and after the Closing, when the actual real property taxes are finally fixed, Seller and Purchaser shall promptly make a recalculation of such proration, and the appropriate party shall make the applicable payment reflecting the recalculation to the other party); (b) rents and other tenant payments and tenant reimbursements (collectively, “Tenant Payments”) if any, actually received under the Leases in effect as of the Closing Date; (c) [intentionally omitted]; (d) charges for water, sewer, electricity, gas, fuel and other utility charges, all of which shall be read promptly before Closing, unless Seller elects to close its own applicable account, in which event Purchaser shall open its own account and the respective charges shall not be prorated and subject in any event to Section 7.1.7 below with respect to ratio utility billing systems (RUBS); (e) amounts prepaid and amounts accrued but unpaid on service contracts and management contracts which are to be assumed by Purchaser and including excluding any royalties, lump sum or upfront payments paid to Seller pursuant to any agreements entered into by Seller; and (f) periodic fees for licenses, permits or other authorizations with respect to the Property. The adjustment obligation in this Section 7.1.1 shall survive the Closing.

Certain Items Prorated. In accordance with the notifications, Escrow Agent shall prorate between the parties (and the parties shall deposit funds therefor with Escrow Agent or shall instruct Escrow Agent to debit against sums held by Escrow Agent owing to such party), as of 11:59 p.m. Eastern Time on the day immediately preceding the Closing Dateof Closing, all income and expenses with respect to the Property and payable to or by the owner of the PropertyProperty (based upon the period to which they relate and are applicable and regardless when payable), including, without limitation: (ai) all real property taxes and assessments which shall be prorated on the basis of the fiscal year of the applicable taxing authority (if the Closing shall occur before the tax rate is fixed, the apportionment of taxes shall be based on the tax rate for the preceding period applied to the latest assessed valuation and after the Closing, when the actual real property taxes are finally fixed, Seller and Purchaser shall promptly make a recalculation of such proration, and the appropriate party shall make the applicable payment reflecting the recalculation to the other party)in accordance with Section 7.1.3 below; (bii) rents and other tenant payments payments, and tenant reimbursements (collectively, “Tenant Payments”) ), if any, actually received under the Leases in effect as of the Closing DateLeases,; (ciii) [intentionally omitted]Tenant Payments, whether collected or not, for any tenant which is not more than ten (10) days delinquent on all Tenant Payments and has not otherwise been delinquent in the twelve (12) months prior to the Closing; (div) charges for water, sewer, electricity, gas, fuel and other utility charges, all of which shall be read promptly before Closing, unless Seller elects to close its own applicable account, in which event Purchaser shall open its own account and the respective charges shall not be prorated and subject in any event to Section 7.1.7 below with respect to ratio utility billing systems (RUBS)prorated; (ev) amounts prepaid and amounts accrued but unpaid on service contracts and management contracts which are to be assumed by Purchaser and including any lump sum or upfront payments paid to Seller pursuant to any agreements entered into by Sellerthe Contracts; and (fvi) periodic fees for licenses, permits or other authorizations with respect to the Property. The adjustment obligation in this Section 7.1.1 item (i) above shall survive the Closing.

Certain Items Prorated. In accordance with the notifications, Escrow Agent shall prorate between the parties (and the parties shall deposit funds therefor with Escrow Agent or shall instruct Escrow Agent to debit against sums held by Escrow Agent owing to such party), as of 11:59 p.m. Eastern Time on the day immediately preceding prior to the Closing DateClosing, all income and operating expenses with respect to the Property and payable to or by the owner of the Property, including, without limitation: (ai) all real property and personal property taxes and assessments which shall be prorated on the basis of the fiscal year of the applicable taxing authority period for which assessed (if the Closing shall occur before the tax rate is fixed, the apportionment of taxes shall be based on the tax rate for the preceding period applied to the latest assessed valuation and after the Closing, when the actual real property and personal property taxes are finally fixed, Seller and Purchaser shall promptly make a recalculation of such proration, and the appropriate party shall make the applicable payment reflecting the recalculation to the other party); (bii) rents and other tenant payments and tenant reimbursements reimbursements, if any (collectively, “Tenant Payments”) if any), actually received and collected under the Leases in effect as of the Closing DateLeases; (c) [intentionally omitted]; (diii) charges for water, sewer, electricity, gas, fuel and other utility charges, all of which shall be read promptly before Closing, unless Seller elects to close its own applicable account, in which event Purchaser shall open its own account and the respective charges shall not be prorated and subject in any event to Section 7.1.7 below with respect to ratio utility billing systems (RUBS)prorated; (eiv) amounts prepaid and amounts accrued but unpaid on service contracts and management contracts Service Contracts which are to be assumed by Purchaser and including any lump sum or upfront payments paid to Seller pursuant to any agreements entered into by Sellerunder the terms hereof; and (fv) periodic fees for licenses, permits or other authorizations authorizations, if any, with respect to the Property. The adjustment obligation in this Section 7.1.1 shall survive If such charges, expenses and income are unavailable at the Closing, a readjustment shall be made within thirty (30) days after the Closing of these items.