Common use of APPORTIONMENT FORMULA Clause in Contracts

APPORTIONMENT FORMULA. For purposes of the foregoing apportionments and adjustments, the following procedures shall govern with respect to each Property: (a) Any apportionment of income and expense items shall be apportioned to the Seller based upon the formula (the "Apportionment Formula") wherein the numerator is the number of days in such month that the Property was owned by the Seller and the denominator is the total number of days in that month. (b) If the Closing Date shall occur before the real estate tax rate is fixed, the apportionment of such taxes shall be made using the real estate taxes for the immediately preceding year, with a reapportionment as soon as the new tax rate and valuation can be ascertained. (c) If there are water meters on the Property, Seller shall furnish meter readings to a date not more than thirty days prior to the Adjustment Date; and the unfixed meter charges for the intervening time to the Adjustment Date shall be apportioned based upon estimates using such prior meter readings, unless final readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. As soon as the expenses for the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (d) The apportionment of utility charges shall be made upon the basis of charges shown on the latest available bills for such utilities, unless final meter readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. The charges shown on such available bills for periods prior to the Adjustment Date shall be paid by Seller, and for the period from the date of each such last available utility bill to the Adjustment Date ax apportionment shall be made based upon estimates using such last available bill. As soon as the expensex xxr the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (e) All taxes, water and sewer charges and assessments for public improvements which are liens upon a Property as of the Closing Date, will be allowed to Buyer as a credit against the Allocated Purchase Price for such Property, subject to apportionment as herein provided, and the existence of any such lien shall not constitute an objection to title. (f) If Buyer collects any non-delinquent Rents after the Closing Date which are attributable in whole or in part to the month in which the Closing Date occurs, the Buyer shall promptly pay to Seller Seller's pro rata share of such Rents. (g) If any tenant is delinquent in the payment of Rents on the Closing Date, Rents received from such tenant after the Closing Date shall be applied in the following order of priority: (a) first to the then current month's rent and to any other sums due Buyer; and (b) then to delinquent rentals with respect to the period before Closing. If Rents or any portion thereof received by Seller or Buyer after the Closing Date are payable to the other party by reason of this allocation, the appropriate sum shall be promptly paid to the other party. Buyer and Seller agree that the provisions of Sections 3.5 and 3.6 shall survive the Closing for a period of ninety (90) days after the Closing Date ("Adjustment Period"), during which period Buyer and Seller shall agree on a reconciliation of the prorations described herein. If the parties cannot agree on a reconciliation within such ninety (90) day period then such matter shall be submitted to arbitration in accordance with the terms of Section 10 below.

APPORTIONMENT FORMULA. For purposes of the foregoing apportionments and adjustments, the following procedures shall govern with respect to each the Property: (a) Any apportionment of income and expense items shall be apportioned to the Seller based upon the formula (the "Apportionment Formula") wherein the numerator is the number of days in such month that the Property was owned by the Seller and the denominator is the total number of days in that month. (b) If the Closing Date shall occur before the real estate tax rate is fixed, the apportionment of such taxes shall be made using the real estate taxes for the immediately preceding year, with a reapportionment as soon as the new tax rate and valuation can be ascertained. (c) If there are water meters on the Property, Seller shall furnish meter readings to a date not more than thirty days prior to the Adjustment Date; and the unfixed meter charges for the intervening time to the Adjustment Date shall be apportioned based upon estimates using such prior meter readings, unless final readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. As soon as the expenses for the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (d) The apportionment of utility charges shall be made upon the basis of charges shown on the latest available bills for such utilities, unless final meter readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. The charges shown on such available bills for periods prior to the Adjustment Date shall be paid by Seller, and for the period from the date of each such last available utility bill to the Adjustment Date ax an apportionment shall be made based upon estimates using such last available bill. As soon as the expensex xxr expenses for the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (e) All taxes, water and sewer charges and assessments for public improvements which are liens upon a Property as of the Closing Date, will be allowed to Buyer as a credit against the Allocated Purchase Price for such the Property, subject to apportionment as herein provided, and the existence of any such lien shall not constitute an objection to title. (f) If any tenants are required to pay Rents which are collected by Buyer collects any non-delinquent Rents after the Closing Date and which are attributable in whole or in part to the month in which any period before the Closing Date occursDate, the Buyer shall promptly pay to Seller Seller's pro rata share the amount of such Rentspayment attributable to periods during which Seller owned the Property. (g) If any tenant is delinquent in arrears in the payment of Rents on the Closing Date, Rents received from such tenant after the Closing Date shall be applied in the following order of priority: (ai) first to any months preceding the then current month's rent and to any other sums due Buyer; and month in which the Closing occurred, (bii) then to delinquent rentals with respect the month in which the Closing occurred, and (iii) then to any months following the period before Closingmonth in which the Closing occurred. If Rents or any portion thereof received by Seller or Buyer after the Closing Date are payable to the other party by reason of this allocation, the appropriate sum shall be promptly paid to the other party. Buyer and Seller agree that the provisions of Sections 3.5 and 3.6 shall survive the Closing for a period of ninety (90) days after the Closing Date ("Adjustment Period"), during which period Buyer and Seller shall agree on a reconciliation of the prorations described herein. If the parties cannot agree on a reconciliation within such ninety (90) day period then such matter shall be submitted to arbitration in accordance with the terms of Section 10 below.

APPORTIONMENT FORMULA. For purposes of the foregoing apportionments and adjustments, the following procedures shall govern with respect to each Property: (a) Any apportionment of income and expense items shall be apportioned to the Seller based upon the formula (the "Apportionment Formula") wherein the numerator is the number of days in such month that the Property was owned by the Seller and the denominator is the total number of days in that monthmonth for items that are payable on a monthly basis and, for items that are not paid on a monthly basis, such items shall be adjusted on the basis of the number of days applicable to such period, with Seller receiving a credit for all amounts prepaid by Seller for any period from and after the Closing Date and Seller charged with any unpaid charges for the period prior to the Closing Date. To the extent there are items of prepaid income, Buyer shall receive a credit attributable to the period from and after the Closing Date. In addition, if there were "front-end fees" paid to Seller under a Service Contract, the amount of such fee shall be amortized over the term of such Service Contract and the portion applicable to the period from and after the Closing Date shall be a credit to Buyer. (b) If the Closing Date shall occur before the real estate tax rate is fixed, the apportionment of such taxes shall be made using the real estate taxes for the immediately preceding year, with a reapportionment as soon as in the event the new tax rate and valuation can be ascertainedascertained during the Adjustment Period (as hereinafter defined). (c) If there are water meters on the Property, Seller shall furnish meter readings to a date not more than thirty days prior to the Adjustment Date; and the unfixed meter charges for the intervening time to the Adjustment Date shall be apportioned based upon estimates using such prior meter readings, unless final readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. As soon as the expenses for the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (d) The apportionment of utility charges shall be made upon the basis of charges shown on the latest available bills for such utilities, unless final meter readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. The charges shown on such available bills for periods prior to the Adjustment Date shall be paid by Seller, and for the period from the date of each such last available utility bill to the Adjustment Date ax an apportionment shall be made xxxx based upon estimates using such last available bill. As soon as the expensex xxr expenses for the period shall be knownxxxwn, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (e) All taxes, water and sewer charges and assessments for public improvements which are liens upon a Property as of the Closing Date, will be allowed to Buyer as a credit against the Allocated Purchase Price for such Property, subject to apportionment as herein provided, and the existence of any such lien shall not constitute an objection to title. (f) If Buyer collects any non-delinquent Rents after the Closing Date which are attributable in whole or in part applicable to the month in which the Closing Date occurs, the Buyer shall promptly pay to Seller Seller's pro rata share of such RentsRents shall be paid to the Seller promptly upon receipt. (g) If any tenant is delinquent in the payment of Rents on the Closing Date, Rents received from such tenant after the Closing Date shall be applied in the following order of priority: (a) first to the then current month's rent rentals and to any other sums due amounts currently owed to Buyer; and (b) then to delinquent rentals with respect to the period before Closing. If Rents or any portion thereof received by Seller or Buyer after the Closing Date are payable to the other party by reason of this allocation, the appropriate sum shall be promptly paid to the other party (h) All Security Deposits (required to be held by Seller under the Leases which have not been applied by Seller in accordance with the terms of the Leases) shall be transferred and delivered to Buyer on the Closing Date or, at Seller's option, credited against the Purchase Price. Buyer and Seller agree that the provisions of Sections 3.5 and 3.6 shall survive the Closing for a period of ninety (90) days after the Closing Date ("Adjustment Period"), during which period Buyer and Seller shall agree on a reconciliation of the prorations described herein. If the parties cannot agree on a reconciliation within such ninety (90) day period then such matter shall be submitted to arbitration in accordance with the terms of Section 10 below.

APPORTIONMENT FORMULA. For purposes of the foregoing apportionments and adjustments, the following procedures shall govern with respect to each Property: (a) Any apportionment of income and expense items shall be apportioned to the Seller based upon the formula (the "Apportionment Formula") wherein the numerator is the number of days in such month that the Property was owned by the Seller and the denominator is the total number of days in that monthmonth for items that are payable on a monthly basis and, for items that are not paid on a monthly basis, such items shall be adjusted on the basis of the number of days applicable to such period, with Seller receiving a credit for all amounts prepaid by Seller for any period from and after the Closing Date and Seller charged with any unpaid charges for the period prior to the Closing Date. To the extent there are items of prepaid income, Buyer shall receive a credit attributable to the period from and after the Closing Date. In addition, if there were "front-end fees" paid to Seller under a Service Contract, the amount of such fee shall be amortized over the term of such Service Contract and the portion applicable to the period from and after the Closing Date shall be a credit to Buyer. (b) If the Closing Date shall occur before the real estate tax rate is fixed, the apportionment of such taxes shall be made using the real estate taxes for the immediately preceding year, with a reapportionment as soon as in the event the new tax rate and valuation can be ascertainedascertained during the Adjustment Period (as hereinafter defined). (c) If there are water meters on the Property, Seller shall furnish meter readings to a date not more than thirty days prior to the Adjustment Date; and the unfixed meter charges for the intervening time to the Adjustment Date shall be apportioned based upon estimates using such prior meter readings, unless final readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. As soon as the expenses for the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (d) The apportionment of utility charges shall be made upon the basis of charges shown on the latest available bills for such utilities, unless final meter readings therefor as of the Closing shall have been obtained, in which case such final readings shall be used for the apportionment. The charges shown on such available bills for periods prior to the Adjustment Date shall be paid by Seller, and for the period from the date of each such last available utility bill xxxx to the Adjustment Date ax an apportionment shall be made based upon estimates using such last available billxxxx. As soon as the expensex xxr expenses for the period shall be known, Seller and Buyer shall recalculate the adjustment with the result that Seller shall pay for those expenses attributable to the period prior to the Closing Date and Buyer shall pay for those expenses attributable to the period commencing with the Closing Date. (e) All taxes, water and sewer charges and assessments for public improvements which are liens upon a Property as of the Closing Date, will be allowed to Buyer as a credit against the Allocated Purchase Price for such Property, subject to apportionment as herein provided, and the existence of any such lien shall not constitute an objection to title. (f) If Buyer collects any non-delinquent Rents after the Closing Date which are attributable in whole or in part applicable to the month in which the Closing Date occurs, the Buyer shall promptly pay to Seller Seller's pro rata share of such RentsRents shall be paid to the Seller promptly upon receipt. (g) If any tenant is delinquent in the payment of Rents on the Closing Date, Rents received from such tenant after the Closing Date shall be applied in the following order of priority: (a) first to the then current month's rent rentals and to any other sums due amounts currently owed to Buyer; and (b) then to delinquent rentals with respect to the period before Closing. If Rents or any portion thereof received by Seller or Buyer after the Closing Date are payable to the other party by reason of this allocation, the appropriate sum shall be promptly paid to the other party (h) All Security Deposits (required to be held by Seller under the Leases which have not been applied by Seller in accordance with the terms of the Leases) shall be transferred and delivered to Buyer on the Closing Date or, at Seller's option, credited against the Purchase Price. Buyer and Seller agree that the provisions of Sections 3.5 and 3.6 shall survive the Closing for a period of ninety (90) days after the Closing Date ("Adjustment Period"), during which period Buyer and Seller shall agree on a reconciliation of the prorations described herein. If the parties cannot agree on a reconciliation within such ninety (90) day period then such matter shall be submitted to arbitration in accordance with the terms of Section 10 below.