Common use of Reconciliation and Final Payment Clause in Contracts

Reconciliation and Final Payment. Seller and Purchaser shall -------------------------------- reasonably cooperate after Closing to make a final determination of the prorations required hereunder no later than 180 days after the Closing. Upon the final reconciliation of the prorations under this Section and Section 11.4, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. It is the intent of the parties that all items herein which are subject to the prorations made pursuant to Article 11 shall result in Seller receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing, and Purchaser receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date, except for the 50/50 split in room revenues for the night prior to the Closing. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.

Appears in 3 contracts

Samples: Hotel Purchase Agreement (American General Hospitality Corp), Hotel Purchase Agreement (American General Hospitality Corp), Hotel Purchase Agreement (American General Hospitality Corp)

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Reconciliation and Final Payment. Seller and Purchaser shall -------------------------------- reasonably cooperate after Closing to make a final determination of the prorations required hereunder no later than 180 days after the Closinghereunder. Upon the final reconciliation of the prorations under this Section and Section 11.4apportionments hereunder, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. It Except as expressly provided herein, it is the intent of the parties that all items herein which are subject to the prorations made pursuant to Article 11 proration and apportionment shall result in Seller receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing, and Purchaser receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date, except for the 50/50 split in room revenues for the night prior to the Closing. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing. The provisions of this Section 11.6 are subject to the limitations set forth in Section 3.5(b).

Appears in 1 contract

Samples: Hotel Purchase Agreement (American General Hospitality Corp)

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Reconciliation and Final Payment. Seller Sellers and Purchaser shall -------------------------------- reasonably cooperate after Closing to make a final determination of the prorations required hereunder no later than 180 days after the Closinghereunder. Upon the final reconciliation of the prorations under this Section and Section 11.4, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. It is the intent of the parties that all items herein which are subject to the prorations made pursuant to Article 11 Section 11.4 shall result in Seller Sellers receiving all of the economic benefits and burdens of the Partnership and the Hotel with respect to the period prior to the Closing, and Purchaser receiving all of the economic benefits and burdens of the Partnership and the Hotel with respect to the period from and after the Closing Date, except for the 50/50 split in room revenues for the night prior to the Closing. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.

Appears in 1 contract

Samples: Purchase Agreement (American General Hospitality Corp)

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