Common use of Apportionment of Ad Valorem and Property Taxes Clause in Contracts

Apportionment of Ad Valorem and Property Taxes. All ad valorem, real property taxes and personal property taxes, including interest and penalties attributable thereto (hereinafter "Property Taxes"), attributable to the Assets with respect to the tax assessment period ("Tax Period") during which the Effective Time occurs shall be apportioned as of the Effective Time between Seller and Buyer, with Seller paying a fraction thereof based upon the number of days in the Tax Period prior to the Effective Time and Buyer paying the balance thereof. This allocation prevails even if the assessment for the Tax Period is attributable, in whole or in part, to a prior calendar year. The owner of record on the assessment date shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Tax Period during which the Effective Time occurs. If Seller is the owner of record on the assessment date, then Buyer shall pay to Seller Buyer's pro rata portion of Property Taxes within thirty (30) days after receipt of Seller's invoice therefor, except to the extent taken into account as an adjustment to the Purchase Price pursuant to Section 3.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (Evergreen Resources Inc), Purchase and Sale Agreement (Kansas City Power & Light Co), Purchase and Sale Agreement (Kansas City Power & Light Co)

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Apportionment of Ad Valorem and Property Taxes. All ad valoremvalorem taxes, real property taxes, personal property taxes and personal property taxes, including interest and penalties attributable thereto similar obligations (hereinafter "Property Taxes"), ”) attributable to the Assets with respect to the tax assessment period ("Tax Period") during in which the Effective Time occurs shall be apportioned as of the Effective Time between Seller Noble and Buyer, with Seller paying a fraction thereof based upon the number of days in the Tax Period prior to the Effective Time and Buyer paying the balance thereof. This allocation prevails even if the assessment for the Tax Period is attributable, in whole or in part, to a prior calendar yearPurchaser. The owner of record on the assessment date shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Tax Period during tax period on which the Effective Time occurs. If Seller Noble is the owner of record on the assessment date, then Buyer Purchaser shall pay to Seller Buyer's Noble Purchaser’s pro rata portion of Property Taxes within thirty (30) days after receipt of Seller's Noble’s invoice therefor, except to the extent taken into account as an adjustment to the Purchase Price pursuant to Section 32.2. If Purchaser is the owner of record as of the assessment date then Noble shall pay to Purchaser Noble’s pro rata portion of Property Taxes within thirty (30) days after receipt of Purchaser’s invoice therefor.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Superior Energy Services Inc), Purchase and Sale Agreement (Noble Energy Inc)

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Apportionment of Ad Valorem and Property Taxes. All ad valorem, real property taxes and personal property taxes, including interest and penalties attributable thereto (hereinafter "Property Taxes"), attributable to Grande's limited partnership interest in the Assets Partnership's ownership and operation of the Properties with respect to the tax assessment period ("Property Tax Period") during which the Effective Time occurs shall be apportioned as of the Effective Time between Seller and BuyerBuyer by multiplying the total amount of such Property Taxes by a fraction, with Seller paying a fraction thereof based upon the numerator of which is the number of days in the Tax Period prior to partial period through and including the Effective Time and Buyer paying the balance thereof. This allocation prevails even if denominator of which is the assessment for total number of days in the Property Tax Period is attributable, in whole or in part, to a prior calendar yearPeriod. The owner of record on the assessment date Partnership shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Property Tax Period during which the Effective Time occurs. If Seller is the owner of record Grande on the Property Tax assessment date, then Buyer the Settlement Price shall pay to Seller be increased by the amount of Buyer's pro rata portion of Property Taxes within thirty (30) days owed as set forth above. If the Property Tax assessment date occurs after receipt Closing, then the Settlement Price shall be reduced by the estimated amount of Seller's invoice therefor, except portion of Property Taxes owed as set forth above. The allocation and payment of ad valorem taxes shall be handled through adjustments to the extent taken into account as an adjustment to the Purchase Price pursuant to Section 3Settlement Price.

Appears in 1 contract

Samples: Purchase Agreement (Tesoro Petroleum Corp /New/)

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