Common use of Application of Refunds or Savings Clause in Contracts

Application of Refunds or Savings. Any refunds or savings in the payment of Taxes resulting from such Tax reduction proceedings shall be applied first to reimburse the parties for their reasonable third-party out of pocket costs and expenses in prosecuting such proceedings. Remaining refunds or savings shall belong to and be the property of the Sellers if relating to Taxes payable in years prior to the Closing Year and shall be allocated between the parties based on their periods of ownership if relating to Taxes payable in the Closing Year. Notwithstanding the foregoing, if any refund related to the Closing Year or any prior year creates an obligation to reimburse any Tenants under Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Lease to such Tenant), then (a) if such refund is received by a Seller, such Seller shall, subject to the Buyer’s reasonable approval of such Seller’s calculations, pay the Buyer the aggregate amount of such reimbursement obligation for disbursement to such Tenants, and (b) if such refund is received by the Buyer, the Buyer shall first reimburse the Sellers for their reasonable third-party out of pocket costs and expenses in prosecuting such proceedings, and then, subject to the Seller’s reasonable approval of the Buyer’s calculations, (i) disburse the aggregate amount of such required reimbursement obligation to such Tenants, and (ii) pay the balance of such refund to the Sellers to be allocated and disbursed in accordance with the second sentence of this Section 12.2. All attorneys’ fees and other expenses incurred in obtaining such refunds or savings (except to the extent paid directly by and reimbursable to the Sellers or the Buyer set forth above) shall be apportioned between the Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Sellers and the Buyer, respectively (without regard to any amounts reimbursable to Tenants); provided, however, that neither the Sellers nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.

Application of Refunds or Savings. Any refunds or savings in the payment of Taxes taxes resulting from such Tax tax reduction proceedings shall be applied first to reimburse the parties for their reasonable third-party out of pocket costs and expenses in prosecuting such proceedings. Remaining refunds or savings shall belong to and be the property of the Sellers if relating to Taxes taxes payable in years prior to the Closing Year year and shall be allocated between the parties based on their periods of ownership if is relating to Taxes taxes payable in the Closing Yearyear. Notwithstanding the foregoing, if any refund related to the Closing Year year or any prior year creates an obligation to reimburse any Tenants under Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Lease to such Tenanttenant), then (a) if such refund is received by a Seller, such Seller shall, subject to the Buyer’s ’ reasonable approval of such Seller’s calculations, pay the Buyer the aggregate amount of such reimbursement obligation for disbursement to such Tenants, and (b) if such refund is received by the Buyer, the Buyer shall first reimburse the Sellers for their reasonable third-party out of pocket costs and expenses in prosecuting such proceedings, and then, subject to the Seller’s reasonable approval of the Buyer’s calculations, (i) disburse the aggregate amount of such required reimbursement obligation to such Tenants, and (ii) pay the balance full amount of such refund to the Sellers Seller to be allocated and disbursed in accordance with the second sentence of this Section 12.2as set forth above. All attorneys’ fees and other expenses incurred in obtaining such refunds or savings (except to the extent paid directly by and reimbursable to the Sellers Seller or the Buyer set forth above) shall be apportioned between the Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Sellers and the Buyer, respectively (without regard to any amounts reimbursable to Tenants); provided, however, that neither the Sellers nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding...

Application of Refunds or Savings. Any refunds or savings (including credits) in the payment of Taxes real property taxes (whether or not resulting from such Tax tax reduction proceedings shall be applied first proceedings) applicable to reimburse taxes payable during the parties for their reasonable third-party out period (or portion thereof) prior to the date of pocket costs and expenses in prosecuting such proceedings. Remaining refunds or savings the Closing shall belong to and be the property of the Sellers if relating Sellers, and any refunds or savings in the payment of taxes applicable to Taxes taxes payable in years prior to from and after the date of the Closing Year shall belong to and shall be allocated between the parties based on their periods property of ownership if relating to Taxes payable in the Closing Year. Notwithstanding the foregoingBuyer; provided, however, that if any refund related received by any of the Sellers pursuant to the Closing Year or any prior year this Section 12.2 creates an obligation to reimburse any Tenants under Space Leases for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be provided in the Space Lease to such Tenant)) shall, then either (a) if such refund is received by a Seller, such Seller shall, subject be paid to the Buyer’s reasonable approval of such Seller’s calculations, pay Buyer and the Buyer shall disburse the aggregate amount of such reimbursement obligation for disbursement same to such Tenants, and Tenants or (b) if such refund is received be paid by the Buyer, the Buyer shall first reimburse the Sellers for their reasonable third-party out of pocket costs and expenses in prosecuting such proceedings, and then, subject directly to the Seller’s reasonable approval of the Buyer’s calculations, (i) disburse the aggregate amount of such required reimbursement obligation to such Tenants, and (ii) pay the balance of such refund to the Sellers to be allocated and disbursed in accordance with the second sentence of this Section 12.2Tenants entitled thereto. All attorneys’ fees and other expenses incurred in obtaining such refunds or savings (except to the extent paid directly by and reimbursable to the Sellers or the Buyer set forth above) shall be apportioned between the Sellers and the Buyer in proportion to the gross amount of such refunds or savings payable to the Sellers and the Buyer, respectively (without regard to any amounts reimbursable to Tenants); provided, however, that neither the Sellers nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding. All amounts payable to the Buyer shall be paid by the Seller within ten (10) Business Days after receipt by the Seller or its successors or assigns of such refund or savings. All amounts payable to the Sellers shall be paid by the Buyer within ten (10) Business Days after receipt by the Buyer or its successors or assigns of such refund or savings.

Application of Refunds or Savings. Any refunds or savings in the payment of Taxes taxes resulting from such Tax tax reduction proceedings shall be applied first that are applicable to reimburse taxes allocable to the parties for their reasonable third-party out period prior to the date of pocket costs and expenses in prosecuting such proceedings. Remaining refunds or savings the Closing shall belong to and be the property of Seller, and any refunds or savings in the Sellers if relating payment of taxes that are applicable to Taxes payable in years prior taxes allocable to the Closing Year period from and shall be allocated between after the parties based on their periods date of ownership if relating to Taxes payable in the Closing Year. Notwithstanding shall belong to and be the foregoingproperty of Buyer; provided, however, that if any such refund related to the Closing Year or any prior year creates an obligation to reimburse any Tenants tenants under Leases any Lease for any rents or additional rents paid or to be paid, that portion of such refund equal to the amount of such required reimbursement (after deduction of allocable expenses as may be [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. provided in the such Lease to such Tenant)tenant) shall, then at Seller’s election, either (a) if such refund is received by a Seller, such Seller shall, subject be paid to Buyer and Buyer shall disburse the Buyer’s reasonable approval of such Seller’s calculations, pay the Buyer the aggregate amount of such reimbursement obligation for disbursement same to such Tenants, and tenants or (b) if such refund is received be paid by the Buyer, the Buyer shall first reimburse the Sellers for their reasonable third-party out of pocket costs and expenses in prosecuting such proceedings, and then, subject Seller directly to the Seller’s reasonable approval of the Buyer’s calculations, (i) disburse the aggregate amount of such required reimbursement obligation to such Tenants, and (ii) pay the balance of such refund to the Sellers to be allocated and disbursed in accordance with the second sentence of this Section 12.2tenants entitled thereto. All reasonable attorneys’ fees and other expenses incurred in obtaining such refunds or savings (except to the extent paid directly by and reimbursable to the Sellers or the Buyer set forth above) shall be apportioned between the Sellers Seller and the Buyer in proportion to the gross amount of such refunds or savings payable to the Sellers Seller and the Buyer, respectively (without regard to any amounts reimbursable to Tenantstenants); provided, however, that neither the Sellers Seller nor the Buyer shall have any liability for any such fees or expenses in excess of the refund or savings paid to such party unless such party initiated such proceeding.