Closing Prorations definition
Examples of Closing Prorations in a sentence
The Closing Prorations and the Purchase Price shall be recalculated using such finally determined amounts in lieu of the estimates of such amounts used in the calculation of the Purchase Price payable at Closing.
Closing, Prorations, Special Assessments and Warranties Transfer.
The Closing Prorations Statement will identify in each case the customer, landlord, vendor, or other relevant party, the aggregate amount of the revenue received or to be received or the expense paid, the amount of the revenue or expense to be allocated to Buyer and to Seller with respect to each proration, and any other information Buyer and Seller agree to.
No customer has paid Seller for any billboard rental for the period beyond July 31, 2015 except as set forth in the Closing Prorations Statement.
Closing Prorations (a) Purchaser acknowledges and agrees that Purchaser is now and after Closing shall continue to be solely responsible for all real property and personal property ad valorem taxes and any annual special assessments relating to the Acquired Assets, and therefore, such Taxes will not be pro rated in connection with the transfer of the Acquired Assets.
In the event the parties are unable to agree upon the Inventory Adjustment within five days, the dispute shall be submitted to the Independent Auditors according to the rules set forth in Section 1.4 applicable to the Closing Prorations Schedule.
Book Value of Designated Excluded Assets from the Net Book Value of Designated Excluded Assets and (C) adding the Closing Prorations if the aggregate amount of the prorations is for the benefit of Seller and subtracting the amount of Closing Prorations if the aggregate amount of the prorations is for the benefit of Buyer, and adding together the amounts calculated in each of the foregoing (A), (B) and (C) to reach a final net amount owing under this Section 2.08 (such net amount, the “Adjustment Amount”).
Notwithstanding anything to the contrary stated in this Section 7.5.8, except for any Post Closing Prorations (which must be determined and paid within one (1) year after the applicable Closing or such other period as provided in this Section 7.5.8), all prorations made under this Section 7.5.8 shall be final as of the applicable Closing and shall not be subject to further adjustment (whether due to an error or for any other reason) after the applicable Closing.
At or before the Closing, Seller and Buyer shall have agreed upon: (i) the Closing Prorations Statement to be attached to this Agreement as Exhibit A, and (ii) the form of notice to be sent by Seller to issuers of the Permits notifying such parties of their assignment to Buyer (which shall be sent by Seller within ten (10) days of the Closing).
Within sixty (60) days after the Closing Date, Buyer shall prepare and deliver to Seller a statement (the “Closing Statement”) setting forth a calculation of (i) the Accrued Leave Liability, (ii) the Upfront Payment, (iii) the Transferred Cash, (iv) the Net Book Value of Designated Excluded Assets and (v) the Closing Prorations, and (v) a recalculation of the Purchase Price, if any, based on each of the foregoing.