Common use of Other Property Operating Expenses Clause in Contracts

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which that Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer, and (c) if applicable, Seller shall give Buyer a credit against the Purchase Price in the aggregate amount of any such reimbursement collected prior to Closing for such expenses for which Buyer is responsible.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms Any accrued but unpaid amounts of this sectionsick leave, vacation days or paid time off attributable to Manager’s employees as of Closing (“PTO Time”) as set forth in a schedule reasonably approved by Seller shall have no obligation to pay (and Buyer shall not be paid out by Seller at Closing; instead, Buyer shall assume all obligations for such PTO Time following Closing, and Buyer shall receive a credit at Closing for) any operating expenses to against the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects Purchase Price for all such reimbursement or increased operating expenses from such tenants, it being understood and agreed PTO Time assumed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property Facilities shall be prorated as of 12:01 a.m. on midnight of the Closing day prior to the Adjustment Date. Seller Prudential shall pay all utility charges and other operating expenses attributable to the Property Facilities to, but not including the Closing Adjustment Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer Meridian shall pay all utility charges and other operating expenses attributable to the Property Facilities on or after the Closing Adjustment Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer Meridian and Seller Prudential shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall I-13 15 survive the Closing and not be merged therein. Seller Prudential shall not assign to Buyer Meridian any deposits which Seller Prudential has with any of the utility services or companies servicing the PropertyFacilities. Buyer Meridian shall arrange with such services and companies to have accounts opened in Buyer’s Meridian's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection, Seller Prudential shall have no obligation to pay (and Buyer Meridian shall not receive a credit at Closing for) any operating expenses to the extent that Buyer Meridian is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer Meridian actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer Meridian and Seller Prudential that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on BuyerMeridian.

Other Property Operating Expenses. Operating expenses for the Property (including, without limitation, license and permit fees for assignable or transferable licenses and permits, if any, and ground lease rental payments) shall be prorated as of 12:01 a.m. on the Closing DateCut-Off Time. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including prior to the Closing Date Cut-Off Time (except for those utility charges and operating expenses payable directly by tenants in accordance with to the Leases) providers thereof), and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing DateCut-Off Time. To the extent that the amount Prorations for all items of actual consumption of any utility services is not determined prior to Property operating expenses shall be calculated and paid at Closing. Following the Closing Date, a proration (i) Buyer shall pay when due all invoices issued for Property operating expenses (except for invoices entirely attributable to the period prior to the Cut-Off Time, which shall be made at Closing based on forwarded to Seller for payment), and (ii) Seller and Buyer shall cooperate with each other to effect the last available reading transfer of Property owner responsibilities under the Contracts, utility accounts and post-closing adjustments between Buyer applicable licenses and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged thereinpermits. Seller shall not assign to Buyer any deposits which Seller has made with any of the utility services or companies servicing the Property, all of which, together with any amounts on deposit with governmental authorities in connection with development of or improvements to the Property, shall remain the property of Seller. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing DateCut-Off Time. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent contrary, with respect to any utility charges that Buyer is entitled after Closing to reimbursement of operating expensesare paid in arrears, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects proration for such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer utilities shall be responsible based upon the utility charges for payment of all of the immediately preceding quarter (with reasonable adjustments for seasonality) and any such operating expenses, and (b) the burden of collecting such reimbursements proration shall be solely on Buyerfinal.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the --------------------------------- Property shall be prorated as of 12:01 a.m. on midnight of the day prior to the Closing Date. Seller Prudential shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable directly by tenants in accordance with the Leases) and Buyer REIT OP shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer REIT OP and Seller Prudential shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller If any operating expense is undeterminable at the Closing, then the proration of such expense shall be based upon the facts available at the Closing and such proration shall be readjusted between Prudential and REIT OP after the Closing upon presentation of written evidence that such expense has been conclusively determined and has resulted in an amount different from the amount used at the Closing to prorate such expense. Without limiting the foregoing, the parties acknowledge that adjustment may be required by reason of changes or adjustments made in the annual financial report of the Manager or an audit thereof pursuant to the provisions of the Management Agreement. Prudential shall not assign to Buyer REIT OP any deposits which Seller Prudential has with any of the utility services or companies servicing the Property. Buyer REIT OP shall arrange with such services and companies to have accounts opened in Buyer’s REIT OP's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding The obligations of the foregoing terms of parties to readjust the applicable prorations under this section, Seller Section shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to survive the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on BuyerClosing.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on midnight of the day prior to the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller such proration shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged thereinfinal. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s 's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.. 9

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of such operating expenses, or the recovery of any increase in such operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing DateDate (except for those utility charges and operating expenses payable by tenants in accordance with the Leases). To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing Date. From and after Closing, Buyer shall assume all liability for all accrued, unpaid employee costs (including all accrued vacation, sick leave or other benefits) owed to employees of Property Manager as of the Closing Date, provided that Buyer receives a credit for all such amounts against the Purchase Price at Closing. Seller is responsible for and shall discharge and pay all amounts attributable to deductibles under any insurance claims arising under any policy maintained by Property Manager with respect to the Property from events occurring prior to Closing. Notwithstanding the foregoing terms of to the contrary, in no event shall Seller have any liability under this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses Section 6.4 for deductibles to the extent that Buyer relating to claims relating to periods arising on or after Closing. Seller’s obligation under this Section 6.4 shall terminate on the date which is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that twelve (a12) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyermonths following closing.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s 's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on midnight of the day prior to the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and shall not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s 's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property Facilities shall be prorated as of 12:01 a.m. on midnight of the day prior to the Closing Date. Seller Prudential shall pay all utility charges and other operating expenses attributable to the Property Facilities to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer Meridian shall pay all utility charges and other operating expenses attributable to the Property Facilities on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer Meridian and Seller Prudential shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller Prudential shall not assign to Buyer Meridian any deposits which Seller Prudential has with any of the utility services or companies servicing the PropertyFacilities. Buyer Meridian shall arrange with such services and companies to have accounts opened in Buyer’s Meridian's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection, Seller Prudential shall have no obligation to pay (and Buyer Meridian shall not receive a credit at Closing for) any operating expenses to the extent that Buyer Meridian is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer Meridian actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer Meridian and Seller Prudential that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on BuyerMeridian.

Other Property Operating Expenses. Operating expenses for the Property (including, without limitation, amounts payable under any Contract assumed by Purchaser at Closing and any association dues and assessments) shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leasesleases on the Property) and Buyer Purchaser shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer Purchaser and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer Purchaser any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer Purchaser shall arrange with such services and companies to have accounts opened in BuyerPurchaser’s name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this sectionSection 6.7, Seller shall have no obligation to pay (and Buyer Purchaser shall not receive a credit at Closing for) any operating expenses to the extent that Buyer Purchaser is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leasesleases on the Property, regardless of whether Buyer Purchaser actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer Purchaser and Seller that (a) as between Buyer Purchaser and Seller, Buyer Purchaser shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on BuyerPurchaser.

Other Property Operating Expenses. Operating expenses for the --------------------------------- Property shall be prorated as of 12:01 12:00 a.m. midnight on the day of the Closing Date. Seller Prudential shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable directly by tenants in accordance with the Leases) and Buyer REIT OP shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer REIT OP and Seller Prudential shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller If any operating expense is undeterminable at the Closing, then the proration of such expense shall be based upon the facts available at the Closing and such proration shall be readjusted between Prudential and REIT OP after the Closing upon presentation of written evidence that such expense has been conclusively determined and has resulted in an amount different from the amount used at the Closing to prorate such expense. Without limiting the foregoing, the parties acknowledge that adjustment may be required by reason of changes or adjustments made in the annual financial report of the Manager or an audit thereof pursuant to the provisions of the Management Agreement. Prudential shall not assign to Buyer REIT OP any deposits which Seller Prudential has with any of the utility services or companies servicing the Property. Buyer REIT OP shall arrange with such services and companies to have accounts opened in Buyer’s REIT OP's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding The obligations of the foregoing terms of parties to readjust the applicable prorations under this section, Seller Section shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to survive the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on BuyerClosing.

Other Property Operating Expenses. Operating expenses for the Property (including without limitation license and permit fees for assignable or transferable licenses and permits, if any) shall be prorated as of 12:01 a.m. on the Closing DateCut-Off Time. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including prior to the Closing Date Cut-Off Time (except for those utility charges and operating expenses payable directly by tenants in accordance with to the Leases) providers thereof), and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing DateCut-Off Time. To the extent that the amount Prorations for all items of actual consumption of any utility services is not determined prior to Property operating expenses shall be calculated and paid at Closing. Following the Closing Date, a proration (i) Buyer shall pay when due all invoices issued for Property operating expenses (except for invoices entirely attributable to the period prior to the Cut-Off Time, which shall be made at Closing based on forwarded to Seller for payment), and (ii) Seller and Buyer shall cooperate with each other to effect the last available reading transfer of Property owner responsibilities under the Contracts, utility accounts and post-closing adjustments between Buyer applicable licenses and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged thereinpermits. Seller shall not assign to Buyer any deposits which Seller has made with any of the utility services or companies servicing the Property, all of which, together with any amounts on deposit with governmental authorities in connection with development of or improvements to the Property, shall remain the property of Seller. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s name beginning at 12:01 a.m. on the Closing DateCut-Off Time. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent contrary, with respect to any utility charges that Buyer is entitled after Closing to reimbursement of operating expensesare paid in arrears, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects proration for such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer utilities shall be responsible based upon the utility charges for payment of all of the immediately preceding quarter (with reasonable adjustments for seasonality) and any such operating expenses, and (b) the burden of collecting such reimbursements proration shall be solely on Buyerfinal.

Other Property Operating Expenses. Operating expenses for the Property Property, including pre-paid installments and other payments under Assumed Contracts, shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s 's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that Buyer is entitled after Closing to reimbursement of operating expenses, or the recovery of any increase in operating expenses, from the tenants under the Leases, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenants, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) ), and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading reading, and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. Seller shall endeavor to obtain final meter readings as of the date prior to Closing. If any utility charges are paid in advance or in arrears, appropriate prorations shall be made as of the Closing Date. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s 's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that (x) Buyer is entitled after Closing to reimbursement of operating expensesexpenses from tenants, or the recovery of any increase in operating expenses, from the tenants under the Leases (including payments due from tenants for the month in which Closing occurs but which are not actually received by Seller prior to Closing), (y) the tenants from whom reimbursement is due are not at Closing in default under their Leases, and such reimbursements from tenants under the Leases are not more than thirty (30) days past due as of the Closing Date, and (z) the amount of such reimbursement from the tenants is capable of reasonably precise determination as of the Closing, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenantstenants after Closing, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expensesexpenses to the extent of the reimbursements due from tenants as aforesaid, and (b) the burden of collecting collection such reimbursements shall be solely on Buyer.

Other Property Operating Expenses. Operating expenses for the Property shall be prorated as of 12:01 a.m. on the Closing Date. Seller shall pay all utility charges and other operating expenses attributable to the Property to, but not including the Closing Date (except for those utility charges and operating expenses payable by tenants in accordance with the Leases) ), and Buyer shall pay all utility charges and other operating expenses attributable to the Property on or after the Closing Date. To the extent that the amount of actual consumption of any utility services is not determined prior to the Closing Date, a proration shall be made at Closing based on the last available reading reading, and post-closing adjustments between Buyer and Seller shall be made within twenty (20) days of the date that actual consumption for such pre-closing period is determined, which obligation shall survive the Closing and not be merged therein. If any utility charges are paid in advance or in arrears, appropriate prorations shall be made as of the Closing Date. Seller shall not assign to Buyer any deposits which Seller has with any of the utility services or companies servicing the Property. Buyer shall arrange with such services and companies to have accounts opened in Buyer’s 's name beginning at 12:01 a.m. on the Closing Date. Notwithstanding the foregoing terms of this section, Seller shall have no obligation to pay (and Buyer shall not receive a credit at Closing for) any operating expenses to the extent that (x) Buyer is entitled after Closing to reimbursement of operating expensesexpenses from tenants, or the recovery of any increase in operating expenses, from the tenants under the LeasesLeases (including payments due from tenants for the month in which Closing occurs but which are not actually received by Seller prior to Closing), and (y) such reimbursements from tenants under the Leases are not more than thirty (30) days past due as of the Closing Date, regardless of whether Buyer actually collects such reimbursement or increased operating expenses from such tenantstenants after Closing, it being understood and agreed by Buyer and Seller that (a) as between Buyer and Seller, Buyer shall be responsible for payment of all of such operating expenses, and (b) the burden of collecting collection such reimbursements shall be solely on Buyer.