Closing and Prorations. 18 Section 6.1 Closing Date........................................................................18
Closing and Prorations. 7.1.1 The Closing shall take place on or before fifteen (15) calendar days following the expiration or earlier termination of the Feasibility Period at such place as the parties shall mutually agree upon at a time mutually agreed upon on the Closing Date. Purchaser and Seller may agree to conduct Closing through a preclosing, an escrow or other arrangement, whereby Seller and Purchaser and their attorneys need not be physically present at the Closing and may deliver documents by overnight air courier or other means. Exercisable upon written Notice to Seller on or before fifteen (15) calendar days following the expiration or earlier termination of the Feasibility Period, Purchaser has one (1) option to extend the date of Closing an additional fifteen (15) calendar days; provided that Purchaser shall upon the exercise of such option, deliver to Escrow Agent the additional sum of Ten Thousand and No/100 Dollars ($10,000.00) in cash (such sum shall be and is deemed to be part of the "DEPOSIT" as that term is defined herein for all purposes). The Closing Date may be extended without penalty if mutually acceptable to Seller and Buyer. 7.1.2 All normal and customarily proratable items, including, without limitation, Rents (as defined below), operating expenses, escalations, taxes and insurance charges, common area maintenance charges, personal property taxes, other operating expenses and fees, shall be prorated as of the Closing Date, Seller being charged and credited for all of same attributable to the period up to the Closing Date (and credited for any amounts paid by Seller attributable to the period on or after the Closing Date) and Purchaser being responsible for, and credited or charged, as the case may be, for all of same attributable to the period on and after the Closing Date. All unapplied deposits (with interest thereon, if required by law or under the terms of the Commercial Leases) under Commercial Leases, if any, shall be transferred by Seller to Purchaser at the Closing. Purchaser shall assume at Closing the obligation to pay any payments due parties to Property Contracts and other agreements affecting the Property terminable on less than thirty (30) days' notice which survive Closing. Any real estate ad valorem or similar taxes for the Property, or any installment of assessments payable in installments, which installment is payable in the year of Closing, shall be prorated to the date of Closing, based upon actual number of days involved. The pror...
Closing and Prorations. (a) Subject to the terms of this Section 7.7, all revenues and all expenses of the Property shall be prorated and apportioned as of 12:01 a.m. on the Closing Date, so that Seller shall bear all expenses with respect to the Property and shall have the benefit of all income with respect to the Property through and including midnight of the day preceding the Closing Date. Any revenue or expense amount which cannot be ascertained with certainty as of the Closing Date shall be prorated on the basis of the parties' reasonable estimates of such amount (other than reimbursements for operating expenses not billed currently to Tenants) and shall be the subject of a final proration thirty (30) days after the Closing Date or as soon thereafter as the precise amounts can be ascertained. A statement setting forth such agreed prorations shall be delivered to Escrow Holder. Escrow Holder shall not be required to calculate any prorations.
Closing and Prorations. The Closing contemplated herein shall close on ---------------------- the same date as the closing of the transactions contemplated in the Contribution Agreements. At the Closing, all revenues and expenses with respect to the Property Agreements and applicable to the period of time before and after Closing, determined in accordance with sound accounting principles consistently applied, shall be allocated between Terramics and Xxxxxxxx as provided herein. Terramics shall be entitled to all revenue and shall be responsible for all expenses payable under the Property Agreements for the period of time up to but not including the Closing Date, and Xxxxxxxx shall be entitled to all revenue payable under the Property Agreements and shall be responsible for all expenses for the period of time from, after and including the Closing Date. If accurate allocations cannot be made at Closing because current bills are not obtainable, the parties shall allocate such revenue or expenses at Closing on the best available information, subject to adjustment upon receipt of the final xxxx or other evidence of the applicable revenue or expense. The obligation to make the adjustment shall survive the Closing of the transaction contemplated by this Agreement. Any revenue received or expense incurred by Terramics or Xxxxxxxx with respect to the Property Agreements after the Closing Date shall be promptly allocated in the manner described herein and the parties shall promptly pay or reimburse any amount due. The proration provisions of this Agreement shall survive the closing of the transaction contemplated hereby for a period of six (6) months.
Closing and Prorations. (a) All expenses of the Property shall be prorated and apportioned as of 12:01 a.m. on the Closing Date, in order that Developer bear all expenses with respect to the Property through and including midnight of the day preceding the Closing Date. Any expense amount which cannot be ascertained with certainty as of the Closing Date shall be prorated on the basis of the parties' reasonable estimates of such amount and shall be the subject of a final proration 30 days after the Closing Date or as soon thereafter as the precise amounts can be ascertained. A statement setting forth such agreed prorations shall be delivered to Escrow Holder. Escrow Holder shall not be required to calculate any prorations.
Closing and Prorations
