Prorated Charges. The following charges shall be prorated on a per diem basis and apportioned between Sellers, on the one hand, and Purchaser, on the other, as of the Closing Date: property Taxes, utility charges, license and permit fees, and similar charges imposed with respect to the Acquired Assets (collectively, the “Prorated Charges”), but only to the extent that prepaid assets related thereto are not reflected in Target Working Capital, as the same may be adjusted in the Final Working Capital Statement. GP shall be liable for (and shall reimburse Purchaser to the extent Purchaser shall have paid) that portion of the Prorated Charges relating to, or arising in respect of, periods ending on or prior to the Closing Date, and Purchaser shall be liable for (and shall reimburse GP to the extent either Seller shall have paid) that portion of the Prorated Charges relating to, or arising in respect of, all periods after the Closing Date but only to the extent that prepaid assets related thereto are not reflected in Target Working Capital, as same may be adjusted in the Final Working Capital Statement.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Georgia Pacific Corp), Asset Purchase Agreement (BlueLinx Holdings Inc.)