Common use of Reconciliation and Final Payment; Intent of Section Clause in Contracts

Reconciliation and Final Payment; Intent of Section. Seller and Purchaser shall cooperate after Closing to make a final determination of the prorations and adjustments required hereunder as soon as reasonably practicable, but in no event later than ninety (90) days after the Closing Date (except with respect to any item which is not determinable within such time frame, as to which the time period shall be extended until such item is determinable). Upon the final reconciliation of the prorations and adjustments under this Section 6.5, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation thereof. It is the intent of the parties that all items herein which are subject to apportionment shall, except as otherwise specifically provided in Section 6.5, result in Seller receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing Date, and Purchaser receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Hersha Hospitality Trust), Purchase and Sale Agreement (Hersha Hospitality Trust)

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Reconciliation and Final Payment; Intent of Section. Seller and Purchaser shall cooperate after Closing to make a final determination of the prorations and adjustments required hereunder as soon as reasonably practicable, but in no event later than ninety (90) days after the Closing Date (except with respect to any item which is not determinable within such time frame, as to which the time period shall be extended until such item is determinable). Upon the final reconciliation of the prorations and adjustments under this Section 6.513, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation thereof. It is the intent of the parties parties, subject to the provisions hereof , that all items herein which are subject to apportionment shall, except as otherwise specifically provided in Section 6.5, shall result in Seller receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing Date, and Purchaser receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Strategic Hotel Capital Inc)

Reconciliation and Final Payment; Intent of Section. Seller The Contributors and Purchaser the Acquirers, shall cooperate after Closing to make a final determination of the prorations and adjustments required hereunder as soon as reasonably practicable, but in no event later than ninety (90) days after the Closing Date (except with respect to any item which is not determinable within such time frame, as to which the time period shall be extended until such item is determinable). Upon the final reconciliation of the prorations and adjustments under this Section 6.5, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation thereof. It is the intent of the parties that all items herein which are subject to apportionment shall, except as otherwise specifically provided in Section 6.5, result in Seller the Contributors receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing Date, and Purchaser the Acquirers receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Reconciliation and Final Payment; Intent of Section. Seller The Contributors and Purchaser the Acquirer, shall cooperate after Closing to make a final determination of the prorations and adjustments required hereunder as soon as reasonably practicable, but in no event later than ninety (90) days after the Closing Date (except with respect to any item which is not determinable within such time frame, as to which the time period shall be extended until such item is determinable). Upon the final reconciliation of the prorations and adjustments under this Section 6.5, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation thereof. It is the intent of the parties that all items herein which are subject to apportionment shall, except as otherwise specifically provided in this Section 6.5, result in Seller the Contributors receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing Date, and Purchaser the Acquirer receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

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Reconciliation and Final Payment; Intent of Section. Seller Sellers and Purchaser shall cooperate after Closing to make a final determination of the prorations and adjustments required hereunder as soon as reasonably practicable, but in no event later than ninety (90) days after the Closing Date (except with respect to any item which is not determinable within such time frame, as to which the time period shall be extended until such item is determinable). Upon the final reconciliation of the prorations and adjustments under this Section 6.5, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation thereof. It is the intent of the parties that all items herein which are subject to apportionment shall, except as otherwise specifically provided in Section 6.5, result in Seller Sellers receiving all of the economic benefits and burdens of the Hotel Portfolio with respect to the period prior to the Closing Date, and Purchaser receiving all of the economic benefits and burdens of the Hotel Portfolio with respect to the period from and after the Closing Date.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Hersha Hospitality Trust)

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