Common use of Proration; Other Closing Date Adjustments Clause in Contracts

Proration; Other Closing Date Adjustments. (1) Except as otherwise specifically provided in this Agreement, it is the intention of the parties that Seller will operate the Branches for its own account until 11:59 p.m., E.D.T., on the Closing Date, and that Buyer shall operate the Branches, hold the Assets and assume the Liabilities for its own account after the Closing Date. Thus, except as otherwise specifically provided in this Agreement, items of income and expense, as defined herein, shall be prorated as of 11:59 p.m., E.D.T, on the Closing Date, and settled between Seller and Buyer on the Closing Date, whether or not such adjustment would normally be made as of such time. Items of proration will be handled at Closing as an adjustment to the Purchase Price unless otherwise agreed by the parties hereto.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Peoples Community Bancorp Inc /Md/), Purchase and Assumption Agreement (First Financial Bancorp /Oh/)

AutoNDA by SimpleDocs

Proration; Other Closing Date Adjustments. (1) Except as otherwise specifically provided in this Agreement, it is the intention of the parties that Seller will operate the Branches for its own account until 11:59 p.m., E.D.T.Eastern Time, on the Closing Date, and that Buyer shall operate the Branches, hold the Assets Assets, and assume the Liabilities for its own account after the Closing Date. Thus, except as otherwise specifically provided for in this Agreement, items of income and expense, as defined herein, expense shall be prorated as of 11:59 p.m., E.D.TEastern Time, on the Closing Date, and settled between Seller and Buyer on the Closing Date, whether or not such adjustment would normally be made as of such time. Items of proration will be handled at the Closing as an adjustment to the Purchase Price unless otherwise agreed by the parties hereto.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Flagstar Bancorp Inc)

Proration; Other Closing Date Adjustments. (1) Except as otherwise specifically provided in this Agreement, it is the intention of the parties that Seller will operate the Branches will be operated for its own Seller’s account until 11:59 p.m., E.D.T.Central Time, on the Closing Date, and that the Branches will be operated for Buyer’s account and Buyer shall operate the Branches, will hold the Assets and assume the Liabilities for its own account after the Closing Date. Thus, except as otherwise specifically provided in this Agreement, items of income and expense, as defined hereinin subparagraph (2) below, shall be prorated as of 11:59 p.m., E.D.TCentral Time, on the Closing Date, and settled between Seller and Buyer on the Closing Date, whether or not such adjustment would normally be made as of such time. Items of proration will be handled at Closing as an adjustment to the Purchase Price unless otherwise agreed by the parties hereto.

Appears in 1 contract

Samples: Branch Purchase Agreement (German American Bancorp, Inc.)

AutoNDA by SimpleDocs

Proration; Other Closing Date Adjustments. (1) Except as otherwise specifically provided in this Agreement, it is the intention of the parties that Seller will operate the Branches for its own account until 11:59 p.m., E.D.T., on the Closing Date, and that Buyer shall operate the Branches, hold the Assets and assume the Liabilities for its own account after the Closing Date. Thus, except as otherwise specifically provided for in this Agreement, items of income and expense, as defined herein, expense shall be prorated as of 11:59 p.m., E.D.T, on the Closing Date, and settled between Seller and Buyer on the Closing Date, whether or not such adjustment would normally be made as of such time. Items of proration will be handled at the Closing as an adjustment to the Purchase Price unless otherwise agreed by the parties hereto.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Irwin Financial Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.