PRORATIONS, ETC Sample Clauses

PRORATIONS, ETC. It is understood and agreed that (i) all items of revenue, cost and expense, rights, remedies, claims, losses, damages, liabilities and obligations with respect to the period prior to the Commencement Date shall be for the account of Landlord, (ii) Landlord shall retain its right, title and interest in and to all unpaid accounts receivable with respect to each Facility which relate to the period prior to the Commencement Date, and Tenant shall promptly turn over any such amounts collected or received by Tenant on account thereof, and (iii) in the event that Tenant shall assume any liability for any period prior to the Commencement Date in connection with its participation in any Third Party Payor Program, Landlord shall indemnify and hold Tenant harmless from any such liability only to the extent the same relates to the period commencing on October 26, 2004 and ending on the Commencement Date.

PRORATIONS, ETC. Seller and Purchaser agree to the following prorations and allocation of costs in connection with this Agreement and the transactions contemplated hereby: (A) Real estate taxes and installments of special assessments due and payable in the year prior to the year in which the closing occurs and in all prior years shall be paid by Seller on or before the Closing Date. The real estate taxes and installments of special assessments due and payable in the year of closing shall be prorated between Seller and Purchaser as of the Closing Date so that Seller pays that part of the real estate taxes and installments of special assessments due and payable in the year of closing which is equal to a fraction which has as a denominator the number "365" and which has as a numerator a number equal to the number of days which have passed in the calendar year of closing to, and including, the Closing Date, and so that Purchaser pays the remainder thereof. (B) All other operating costs of the Assets, such as but not limited to utilities, shall be allocated between Seller and Purchaser based upon the Closing Date, such that Seller shall pay that portion of the operating costs pertaining to that period of time up to and including the Closing Date, and Purchaser shall pay that portion of the operating costs from and after the actual Closing Date. Prepaid license fees or permit fees, if any, relating to licenses or permits assigned to Purchaser as provided above shall be prorated and credited to Seller and paid for by Purchaser as of the Closing Date. (C) Real estate transfer and deed taxes shall be paid by Seller. Recording fees shall be paid by Purchaser.

PRORATIONS, ETC. Utility charges, rents under assumed leases, ---------------- property taxes and other similar obligations to third parties shall be prorated between Seller and Buyer as of May 31, 1999. Buyer shall be entitled to all revenue and cash receipts received after May 31, 1999.

PRORATIONS, ETC. On the Closing Date, rent, utility charges, maintenance and repair charges, real estate and all other taxes payable under any assumed lease and all other items of expense and other similar obligations to third parties (to the extent not completely included as Assumed Liabilities) shall be prorated between Seller and Buyer. Real estate and other property taxes (including any real property assessments and similar charges) shall be prorated based upon the year with respect for which such taxes are payable, determined in accordance with local law.

PRORATIONS, ETC. On the Closing Date, property taxes, utilities and other similar obligations to third parties shall be prorated between Wagner-ELX and Buyer. General real estate taxes applicable to any of ▇▇▇ ▇▇mpany Real Property (as defined herein) due and payable in the year of the Closing shall be prorated between Wagner-ELX and Buyer on a daily basis as of the Closing Date based up▇▇ ▇▇▇ fiscal year of the relevant taxing authorities, with Wagner-ELX paying those allocable to the period prior to the Closing ▇▇▇▇ ▇nd Buyer being responsible for those allocable to the Closing Date and the period subsequent thereto. On the Closing Date, Wagner-ELX shall pay in full all special assessments (and charges in ▇▇▇ ▇▇ture of or in lieu of such assessments) levied, pending or constituting a Lien with respect to any of the Company Real Property as of the date of this Agreement. Notwithstanding the foregoing, the Pennsylvania realty transfer tax payable in connection with the purchase and sale of the Owned Real Property shall be allocated for payment fifty percent to Buyer and fifty percent to the Shareholder at the Closing.