Common use of Preliminary Settlement Statement Clause in Contracts

Preliminary Settlement Statement. No later than three (3) Business Days prior to the Closing Date, Seller shall submit to Buyer a preliminary settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by Buyer, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Day prior to Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in the Preliminary Settlement Statement.

Preliminary Settlement Statement. No later than three (3) Business Days prior to the Closing Date, Seller shall submit to Buyer Purchaser a preliminary settlement statement in substantially the form of Exhibit “I” H (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by BuyerPurchaser, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer Purchaser shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer Purchaser shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer Purchaser shall submit a written report containing any changes Buyer Purchaser proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Day prior to Closing. If the Parties are unable to HOUSTON 1151220v.11 agree by that dateprior to the Closing Date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in the Preliminary Settlement Statement.

Preliminary Settlement Statement. No Seller will prepare, in accordance with this Agreement, a settlement statement (“Preliminary Settlement Statement”), and deliver a copy to Buyer no later than three fifteen (315) Business Days days prior to the Closing Date, Seller shall submit setting forth each adjustment to Buyer a preliminary settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by Buyer, taking into account the estimate of adjustments permitted hereunder it anticipates to be appropriate as identified on such form. In connection with Seller’s preparation of the Closing Date necessary to determine the Preliminary Settlement Statement, Purchase Price and showing the calculation of such adjustments in accordance with Article 3. Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation will have ten (10) days after receipt of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review such statement and to provide written notice to Seller of Buyer’s objection to any item on the Preliminary Settlement Statementstatement. On Buyer’s notice will clearly identify the Day following item(s) objected to and the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to reasons and support for the Preliminary Settlement Statementobjection(s). The Parties shall attempt to agree on a final the amount of the Preliminary Settlement Statement Purchase Price to be paid at the Closing no later than one two (12) Day business days prior to Closing. If the Parties are unable to do not agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in Price. If Buyer does not provide written objection(s) within the ten day (10) period, the Parties will treat the Preliminary Settlement StatementStatement as correct for purposes of determining the Preliminary Purchase Price.

Preliminary Settlement Statement. No later than three five (35) Business Days prior to the Closing Date, Seller shall submit to Buyer Purchaser a preliminary settlement statement in substantially the form of Exhibit “I” H (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by BuyerPurchaser, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer Purchaser shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the PropertiesPurchased Assets. Buyer Purchaser shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer Purchaser shall submit a written report containing any changes Buyer Purchaser proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Specific terms in this Exhibit have been redacted because confidential treatment for those terms has been requested. The redacted material has been separately filed with the Securities and Exchange Commission, and the terms have been marked at the appropriate place with three asterisks [***]. Statement no later than one (1) Day prior to Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in the Preliminary Settlement Statement.

Preliminary Settlement Statement. No later than three With respect to the items listed in Section 3.2 that can be determined as of the Closing, Seller shall prepare (3based on the best information then available to Seller) and deliver to Buyer, on or before five (5) Business Days prior to before the anticipated Closing Date, Seller shall submit to Buyer a preliminary settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) setting forth the Closing Amount, each adjustment used to determine the Closing Amount, and include therewith an estimatethe calculation of each adjustment, prepared together with reasonable documentation in good faith, support of the Purchase Price due by Buyer, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Propertiescalculation. Buyer shall will have two (2) Business Days to review after receipt of the Preliminary Settlement Statement. On Statement to review such statement and to provide written notice to Seller of objections to any item on the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to the Preliminary Settlement Statementstatement. The Parties shall attempt to agree on a final Preliminary Settlement Statement the amount of the Closing Amount to be paid at the Closing no later than one (1) Business Day prior to before Closing. If ; provided that, if the Parties are unable to agree on all or certain amounts set forth therein, the amounts set forth in the Preliminary Settlement Statement delivered by that date, Seller’s good faith estimate Seller shall be used for purposes of Closing except to determine the extent relating to Title Defect Amounts and Environmental Defect Amounts determined pursuant to Article VI. All other upward or downward adjustments to the Purchase Price to be used at Closing provided in Section 3.2 and not included in the Preliminary Settlement Statement, shall be taken into account in the Final Settlement Statement.

Preliminary Settlement Statement. No Not later than three November 27, 2017 (3or, if Buyer exercises its right to extend the Target Closing Date under Section 8.1, December 13, 2017) Business Days prior to Closing, Sellers shall prepare and deliver to Buyer, using and based upon the best information available to Sellers, a closing statement estimating the Purchase Price after giving effect to all adjustments to the Purchase Price set forth in Section 3.3, setting forth each adjustment to the Purchase Price it anticipates to be appropriate as of the Closing Date necessary to determine the Adjusted Purchase Price (as of the Closing Date, Seller shall submit to Buyer a preliminary settlement statement ) and providing supporting documentation showing the calculation of such adjustments in substantially the form of Exhibit “I” accordance with Article III (the “Preliminary Settlement Statement”) and ). The Preliminary Settlement Statement shall also include therewith an estimate, prepared in good faith, wire instructions for each account receiving a portion of the Purchase Price due by Buyer, taking into account Closing Cash Payment and the estimate of adjustments permitted hereunder as identified on amount to be wired to each such formaccount. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation will have three (3) Business Days after receipt of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review such statement and to provide written notice to Sellers of Buyer’s objection to any item on the Preliminary Settlement Statementstatement. On Buyer’s notice shall clearly identify the Day following item(s) objected to and the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to reasons and support for the Preliminary Settlement Statementobjection(s). The Parties shall attempt to agree on a final Preliminary Settlement Statement the amount of the Adjusted Purchase Price to be paid at the Closing no later than one (1) Business Day prior to before Closing. If the Parties are unable to do not agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price at Closing, subject to be used at Closing further adjustments as set forth in the Preliminary Settlement StatementSection 3.5.

Preliminary Settlement Statement. No later than three five (35) Business Days prior to the Closing Date, Seller shall submit to Buyer Purchaser a preliminary settlement statement in substantially the form of Exhibit “I” H (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Closing Purchase Price due by BuyerPurchaser, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer Purchaser shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer Purchaser shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer Purchaser shall submit a written report containing any changes Buyer Purchaser proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Business Day prior to Closing. If Purchaser fails to timely deliver the written report to Seller containing changes Purchaser proposes to be made to the Preliminary Settlement Statement or the Parties are unable to agree by that dateprior to the Closing Date, Seller’s good faith estimate shall be used to determine the adjustments to the Closing Purchase Price to be used at Closing in the Closing. The Preliminary Settlement StatementStatement delivered by Seller pursuant to this Section 6.5 shall provide Purchaser with wiring instructions designating the account or accounts to which the Closing Purchase Price is to be delivered at Closing.

Preliminary Settlement Statement. No later than three five (35) Business Days prior to the Closing Date, Seller Sellers shall submit to Buyer a preliminary settlement statement in substantially setting forth Sellers’ good faith computation of the form of Exhibit “I” adjustments to the Purchase Price pursuant to Section 3.3 (the “Preliminary Settlement Statement”). Sellers shall provide Buyer reasonably sufficient data and information supporting the amounts reflected on the Preliminary Settlement Statement (and reasonable access to Sellers’ Representatives) and include therewith to permit Buyer to perform or cause to be performed an estimate, prepared in good faith, of the Purchase Price due by Buyer, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation audit of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days following its receipt thereof to review the Preliminary Settlement Statement. On the Business Day following the expiration of such two (2) Business Day review period, Buyer shall may submit a written report containing any changes Buyer proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt in good faith to agree on a final Preliminary Settlement Statement and Adjusted Purchase Price no later than one (1) Business Day prior to Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing on an adjustment set forth in the Preliminary Settlement StatementStatement one (1) Business Day prior to Closing, then the amount of such adjustment used to adjust the Purchase Price at Closing shall be the amount set forth in the Preliminary Settlement Statement delivered by Sellers pursuant to this Section 3.5, with such adjustments as the Parties have agreed.

Preliminary Settlement Statement. No later than three (3) Business Days prior to the Closing Date, Seller shall submit to Buyer a preliminary settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) and include therewith an estimate, prepared in good faith, of the Purchase Price due by BuyerXxxxx, taking into account the estimate of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing any changes Buyer proposes to be made to the Preliminary Settlement Statement. The Parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Day prior to Closing. If the Parties are unable to agree by that date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price to be used at Closing in the Preliminary Settlement Statement.one

Preliminary Settlement Statement. No later Not less than three five (35) Business Days prior to the Closing DateClosing, Seller shall prepare and submit to Buyer for review a preliminary draft settlement statement in substantially the form of Exhibit “I” (the “Preliminary Settlement Statement”) and include therewith an estimatethat shall set forth the Adjusted Purchase Price, prepared reflecting each adjustment made in good faith, accordance with this Agreement as of the Purchase Price due by Buyerdate of preparation of such Preliminary Settlement Statement and the calculation of the adjustments used to determine such amount, taking into account together with the estimate designation of adjustments permitted hereunder as identified on such form. In connection with Seller’s preparation account for the wire transfer of funds as set forth in Article 9.3(d). Within three (3) Business Days of receipt of the Preliminary Settlement Statement, Buyer shall cooperate by timely delivering will deliver to Seller all information in its possession relevant to the preparation of the Preliminary Settlement Statement that is requested by Seller and that relates to the Properties. Buyer shall have two (2) Business Days to review the Preliminary Settlement Statement. On the Day following the expiration of such two (2) Business Day review period, Buyer shall submit a written report containing all changes and an explanation of any such changes and the reasons therefor that Buyer proposes to be made to the Preliminary Settlement Statement, together with the designation of Buyer’s account for the wire transfer of funds as set forth in Article 9.3(d). The Parties parties shall attempt to agree on a final Preliminary Settlement Statement no later than one (1) Day prior to Closing. If the Parties parties are unable to agree on the final Preliminary Settlement Statement by that datethe Closing Date, Seller’s good faith estimate shall be used to determine the adjustments to the Purchase Price pursuant to be used Article 3.3 at Closing in the Preliminary Settlement StatementClosing.