Prorations; Closing Costs Clause Samples

Prorations; Closing Costs. (a) All general state, county and city taxes and installments of special assessments relating to the Property (collectively, "Taxes") will be prorated between Buyer and Seller as of 11:59 p.m. Eastern Standard Time of the day prior to Closing; if, after Closing, supplemental real estate taxes are assessed against the Property, Buyer and Seller shall adjust the proration of the Taxes following the Closing promptly following notice thereof. Any Taxes that are due and payable will be paid at the Closing from funds accruing to Seller. If actual tax statements for the year of Closing are not available at the time of Closing, prorations will be based on the preceding year's tax statements. If applicable, within thirty (30) days after Buyer's receipt of final tax bills, Buyer will prepare and present to Seller a calculation of the reproration of such taxes based upon the actual amount of such taxes for the year in which the Closing occurs. The parties will make the appropriate adjusting payment between them within thirty (30) days after presentment to Seller of Buyer's calculation and appropriate back-up information. In addition to the foregoing, all utility charges or other expenses associated with the Property and any income associated with the Property will be prorated to or adjusted as of the Closing Date, based upon the actual number of days involved in the relevant computation period for such items in which the Closing Date occurs. (b) Buyer will pay: (i) The costs of recording the Deed; (ii) One-half of the Title Company's fee for acting as escrow holder and/or closing agent, if any; (iii) The cost of the Title Policy and any endorsements or affirmative insurance or modifications to the Title Policy; (iv) The cost of Buyer's Survey; (v) All costs in connection with Buyer's financing, if any; and (vi) All expenses incurred by Buyer in connection with the transaction contemplated by this Agreement, including, without limitation: (i) the cost of any survey work or property inspections requested by Buyer and (ii) Buyer's attorneys' fees. (c) Seller will pay: (i) The cost of recording any releases of existing mortgages and other financing instruments; (ii) The costs of preparing the Deed and all transfer taxes incident to the transfer of the Property; (iii) One-half of the Title Company's fee for acting as escrow holder and/or closing agent, if any; and (iv) All expenses incurred by Seller in connection with the transaction contemplated by this Agreement, inclu...

Prorations; Closing Costs. Taxes and assessments for the current year and utilities constituting liens shall be prorated as of the date of closing. Seller shall pay the premium for the title insurance policy, real estate excise, transfer and/or conveyance taxes, the cost of conveyance tax stamps, if any, and one-half of Closing Agent's escrow fee. Buyer shall pay the cost of recording the statutory warranty deed, and one-half of Closing Agent's escrow fee and the difference in the cost of the premium between standard owner's and extended coverage.

Prorations; Closing Costs. Seller, as an agency of the State of Idaho, is statutorily precluded from paying taxes and most assessments on Endowment Land. The County or other governmental or quasi-governmental entities may show past due taxes and/or assessments relating to a prior lessee’s use of the Endowment Land and are typically the personal obligation of the prior lessee. Taxes and assessments and utilities for the current year, if any, shall be prorated between the prior lessee of record or owner of the Personal Property and Buyer as of the date of Closing. ▇▇▇▇▇ agrees to work with the prior lessee of record or the owner of the Personal Property outside of Closing if utilities cannot be reasonably ascertained at Closing or thereafter if adjustments need to be made between Buyer and such prior lessee or owner of the Personal Property. Seller shall pay one-half (1/2) of Closing Agent’s closing and escrow fees. Buyer shall pay one-half (1/2) of Closing Agent’s closing and escrow fees. In addition, Buyer shall pay all other closing costs and related auction expenses, including, but not limited to: 1) recording fees for the cost of recording the State Deed; 2) the cost for title insurance, at Buyer’s option; 3) lender fees, if any, together with any associated recording fees, if any; and, 4) any other cost, fee or expense which may reasonably be required in order for the transaction to close. All parties shall be responsible to pay their own attorney fees, if applicable. Seller shall prorate the lease payment with the prior lessee of record as of the date of Closing, and shall reimburse any difference outside of the Closing with the Closing Agent.

Prorations; Closing Costs. (a) Contributor shall be responsible for (or entitled to receive, as the case may be) all taxes, rents, prepaid items and other similar items (“Pro-Rated Items”) attributable to the Transferred Assets (for the avoidance of doubt, excluding insurance premiums) for periods prior to the Effective Time, and DKL MS shall be responsible for (or entitled to receive, as the case may be) all Pro-Rated Items for periods from and after the Effective Time. Pro-Rated Items for periods beginning before and ending after the Effective Time shall be allocated between DKL MS, on the one hand, and Contributor, on the other hand, in accordance with the provisions of this Section 3.4. The portion of each Pro-Rated Item allocated pursuant to this Section 3.4 to the portion of the applicable period ending at or prior to the Effective Time shall (i) in the case of any franchise taxes, sales or use taxes, value-added taxes, employment taxes, withholding taxes, and any tax based on or measured by income or receipts, be determined on a closing of the books basis, and (ii) in the case of any other Pro-Rated Item, be determined on the basis of the proportional number of days in the relevant determination period for all days through but not including the Closing Date. The prorations shall be paid at Closing by DKL MS to Contributor (if the prorations result in a net credit to Contributor) or by Contributor to DKL MS (if the prorations result in a net credit to DKL MS) by increasing or reducing the funds to be delivered by DKL MS in payment of the Receivable Consideration at Closing. If the actual amounts of any items to be prorated are not known as of the Closing Date, then such proration will be made at Closing on the basis of the best evidence then available; as soon as practicable after actual amounts are available, but in no event later than 90 days thereafter, re-prorations will be made on the basis of the actual amounts and a final cash settlement will be made between Contributor, on the one hand, and DKL MS, on the other hand (which obligation will survive the transfer and conveyance of the Transferred Assets). (b) Each of DKL MS, on the one hand, and Contributor, on the other hand, shall pay and be responsible for 50% of all transfer fees and charges and/or transfer taxes applicable to the transfer of the Transferred Assets pursuant to the transactions contemplated by this Agreement and any sales, use, excise, and any and all other taxes, together with any interest, fines and p...

Prorations; Closing Costs. All taxes, assessments and charges of any kind assessable against the land or buildings or Units shall be payable according to the terms of the Declaration and as by law provided and will be prorated as of the Date of Closing, whether or not Buyer takes actual occupancy thereof. Except as herein provided, all closing costs in connection with this sale are to be paid by Buyer, including, without limitation, any mortgages and all costs related to obtaining same, all acknowledgment fees, all recording fees, the title insurance premium, the cost of drafting the conveyance document, one-half (½) of the escrow fee, and the applicable conveyance taxes. Seller will pay for its notary acknowledgment fees, and one-half (½) of the escrow fee. On the date specified in the Seller’s Pre-Closing Notice, Buyer will pay, in addition to the estimated closing costs and prorations, the Project start-up fee set forth in Paragraph 3 of Section III of this Agreement (being a non-refundable, non-transferable “start-up” fee for the Association), and one month’s estimated maintenance fees for the Unit. Escrow will pay said Project start-up fee and one month’s advance maintenance fee payment to the Association upon the Close of Escrow.

Prorations; Closing Costs. Taxes and assessments for the current year, collected rents, interest, prepaid premiums for insurance to be assigned to Buyer, if any, utilities constituting liens and other items of income and direct expense relating to the Property (including without limitation existing service or supply contracts, owner's association dues, etc.) shall be prorated as of the date of closing. On closing Seller either will assign and transfer to Buyer or give Buyer a credit in the amount of all tenant deposits, if any, held by Seller. Seller shall pay the premium for the title insurance policy, real estate excise taxes, the cost of conveyance tax stamps, assumption fees and charges except to the extent agreed to be paid by Buyer, the cost of recording the deed of trust given to Seller hereunder, if any, and one-half of Closing Agent's escrow fee. Buyer shall pay the cost of recording the statutory warranty deed, the amount of any assumption fees or charges agreed to be paid by Buyer herein, one-half (1/2) of Closing Agent's escrow fee, and sales tax applicable to personal property, if any. If any personal property taxes have been levied or assessed against the personal property, such taxes payable during the calendar year in which this sale closes shall be paid in full by Seller and taxes payable during the following calendar year shall be prorated as if they were payable during the current calendar year. All such personal property taxes shall be determined and paid on a

Prorations; Closing Costs. BFH shall pay all unpaid real estate taxes and certified special assessments due in the calendar year of closing, including any prepayments required in order to file the plats for the Property. BFH shall also pay all costs of this transaction, including title insurance premiums, recording and filing fees and the title company's closing fee. Any taxes, special assessments and closing costs paid by BFH pursuant to this section shall be included in the "Project Investment" pursuant to the BFH/▇▇▇▇▇▇▇▇ Option Agreement.

Prorations; Closing Costs. All fees, taxes, utilities, charges and similar items shall be prorated to the date of Closing and paid for by the party responsible for such items under the Lease. All prorations and apportionments between Seller and Buyer pursuant to this Section shall be effective as 11:59 p.m. Eastern Time, on the day prior to Closing.

Prorations; Closing Costs. Seller, as an agency of the State of Idaho, is statutorily precluded from paying taxes and assessments on Endowment Land. The State cannot be taxed by any County, City or other local governmental or other quasi-governmental entities, such as a water or sewer district related to a prior lessee’s use. The County or other governmental or quasi-governmental entities may show past due taxes and/or assessments relating to a prior lessee’s use of the Endowment Land and are typically the personal obligation of the prior lessee. Such taxes and assessments and utilities, and the entities capable of assessing such taxes and assessments are generally identified in the title commitment. If there are past due taxes and/or assessments, or unpaid utilities incurred by a prior lessee of the Endowment Land, then the Endowment Land is and shall be sold subject to such taxes, assessments and utilities. Seller shall pay one-half (1/2) of Closing Agent’s closing and escrow fees. Buyer shall pay one-half (1/2) of Closing Agent’s closing and escrow fees. In addition, Buyer shall pay all other closing costs and related auction expenses, including, but not limited to: 1) recording fees for the cost of recording the State Deed; 2) the cost for title insurance, at Buyer’s option; 3) lender fees, if any, together with any associated recording fees, if any; and 4) any other cost, fee or expense which may reasonably be required in order for the transaction to close. All parties shall be responsible to pay their own attorney fees, if applicable.