Apportionment of Tax Liability. “Taxes” shall mean all ad valorem, property, production, excise, conservation, net proceeds, severance, and all other taxes and similar obligations assessed against the Assets or based upon or measured by the ownership of the Assets or the production of Hydrocarbons or the receipt of proceeds therefrom, other than income taxes. With respect to the Assets and all personal property associated therewith, all Taxes shall be prorated between Seller and Buyer as of the Effective Time for all taxable periods that include the Effective Time based upon the date such Taxes are assessed and not upon the period during which the production occurred.
Apportionment of Tax Liability. All Taxes based on or measured by production of Hydrocarbons shall be deemed attributable to the period during which such production occurred and not attributable to the year in which such Taxes are assessed. The apportionment of Taxes between the Parties shall take place as an adjustment to the Purchase Price pursuant to Sections 2.4 and 13.1 in the Preliminary Settlement Statement for Taxes for which information is available at Closing and in the Final Settlement Statement for all remaining Taxes, using estimates of such Taxes if actual numbers are not available.
Apportionment of Tax Liability. Ad valorem taxes for 2008 shall be prorated on a daily basis, with Buyer liable for the portion allocated to the period on and after the Effective Date and Seller liable for the portion allocated to the period before the Effective Date. If the amount of such taxes for part, or all, of the Assets is not available on the Effective Date, proration of taxes shall be made on the basis of the best current information available, with a subsequent cash adjustment of such proration to be made between Seller and Buyer when actual tax figures are available. All Taxes based on or attributable to the ownership of, or based on production of hydrocarbons, other than ad valorem taxes, shall be deemed attributable to the period during which the hydrocarbons are produced. All Taxes imposed on or with respect to the Assets shall be prorated between Buyer and Seller as of the Effective Date, August 1, 2008. The apportionment of Taxes between the Parties shall take place in the Preliminary Settlement Statement and Final Settlement Statement, using estimates of such Taxes if actual numbers are not available. Subject to the provisions of Section 14.3, Taxes are considered part of the Property Expenses.
Apportionment of Tax Liability. All Taxes based on or measured by production or Hydrocarbons shall be deemed attributable to the period during which such production occurred and not attributable to the year in which such Taxes are assessed.
Apportionment of Tax Liability. All Taxes based on or measured by production, purchase or sale of Hydrocarbons shall be deemed attributable to the period during which such production occurred and not attributable to the year in which such Taxes are assessed. Sellers shall be responsible for, and shall bear and pay, such Taxes attributable to the period prior to the Effective Time, and Purchaser shall be responsible for, and shall bear and pay, such Taxes for any period that begins at or after the Effective Time. All property, ad valorem and similar Taxes with respect to the tax period in which the Effective Time occurs shall be apportioned as of the Effective Time between the Sellers and Purchaser, with such Taxes being allocated pro rata per day between the period prior to the Effective Time and the period that begins at or after the Effective Time. Sellers shall be responsible for, and shall bear and pay, such Taxes attributable to the period prior to the Effective Time, and Purchaser shall be responsible for, and shall bear and pay, such Taxes for any period that begins at or after the Effective Time. The apportionment of Taxes between the Parties shall take place as an adjustment to the Purchase Price pursuant to Section 12.2 in the Statement for Taxes for which information is available at the Closing Date and in the final statement prepared pursuant to Section 12.3(b) for all remaining Taxes, using estimates of such Taxes if actual numbers are not available.
Apportionment of Tax Liability. Taxes" shall mean all ad valorem, property, production, excise, net proceeds, severance, and all other taxes and similar obligations assessed against the Assets or based upon or measured by the ownership of the Assets or the production of Hydrocarbons or the receipt of proceeds therefrom, other than income taxes. All Taxes based on production of hydrocarbons shall be deemed attributable to the period during which such production occurred, and not to the period during which such Taxes are assessed. All Taxes shall be prorated between Buyer and Seller as of the Effective Date for all taxable periods that include the Effective Date. The apportionment of Taxes between the Parties shall take place as an adjustment to the Purchase Price pursuant to Article 2.3 in the Preliminary Statement, using estimates of such Taxes if actual numbers are not available. Subject to the provisions of Article 14.3, Taxes are considered part of the Property Expenses.
Apportionment of Tax Liability. Proration of liability as between the Seller and the Buyer for personal property, ad valorem and real property Taxes, if applicable, on or with respect to the Acquired Assets or the Business will be made as of the Closing Date on the basis of the number of days before and including the Closing Date and the number of days after the Closing Date that are included in the Tax period. Proration of liability as between the Seller and the Buyer for all other Taxes will be made by an interim closing of the books by assuming that the taxable period ended at the close of business on the Closing Date, except that exemptions, allowances or deductions that are calculated on an annual basis shall be prorated on the basis of the number of days in such portion elapsed through the Closing Date as compared to the number of days in the portion elapsing after the Closing Date. All Taxes constituting Excluded Liabilities shall be for the sole account of the Seller, and all other Taxes shall be for the sole account of the Buyer. The Seller and the Buyer shall furnish each other with such documents and other records as shall be reasonably requested in order to confirm all proration calculations in accordance with Section 4.2.
Apportionment of Tax Liability. For the calendar year in which Closing occurs, all ad valorem or similar Taxes accrued but not yet due and payable in respect of the Assets shall be prorated between Sellers and Buyer as of the Effective Date. Such taxes shall be prorated as though payable in twelve equal monthly installments. Based on the best current information available as of the Closing Date, which shall not be less than the assessment for the prior year, the proration shall be made between the Parties as an adjustment to the Purchase Price pursuant to Section 3.1(a) and shall be deemed a final settlement of such Taxes between the parties. Accordingly, after Closing, Buyer expressly assumes all obligations and liabilities for all ad valorum or similar Taxes payable by the Company in the year of Closing with respect to the Assets.
Apportionment of Tax Liability. “Taxes” shall mean all ad valorem, property, production, excise, net proceeds, severance and all other taxes and similar obligations assessed against the Assets or based upon or measured by the ownership of the Assets or the production of Hydrocarbons or the receipt of proceeds therefrom, other than income taxes. The apportionment of Taxes between the Parties shall take place as an adjustment to the Purchase Price pursuant to Section 2.4 in the Preliminary Settlement Statement for Taxes for which information is available at Closing and pursuant to Section 13.1 in the Final Settlement Statement for all remaining Taxes, using estimates of such Taxes if actual numbers are not available. Notwithstanding the foregoing, the Parties agree that ad valorem taxes assessed against the Assets for the 2007 tax year shall be paid by Seller in the amount to be estimated in the Final Settlement Statement (if the actual amount is not known at that time) pursuant to Section 13.1, and 2/12 of the ad valorem taxes assessed against the Assets for the 2008 tax year shall be paid by Seller in an amount to be estimated in the Final Settlement Statement pursuant to Section 13.1. Seller shall have no further liability for ad valorem taxes assessed against the Assets beyond that specified in the preceding sentence.
Apportionment of Tax Liability. “Taxes” shall mean all ad valorem, property, production, excise, conservation, net proceeds, severance, and all other taxes and similar obligations assessed against the Assets or based upon or measured by the ownership of the Assets or the production of Hydrocarbons or the receipt of proceeds therefrom other than income taxes. With respect to the Assets and all personal property associated therewith, all Taxes shall be prorated between Seller and Buyer as of the Effective Time for all taxable periods that include the Effective Time; provided, however, that any Taxes determined by the value of any production or ownership of any property shall be deemed to be attributable to the period during which the Taxes were assessed. Accordingly, Buyer expressly assumes all obligations and liabilities for all Taxes attributable to the Assets which relate to the assessment of Taxes on production or ownership of the Assets after the Effective Time, and, subject to Section 13.1, Seller expressly retains all obligations and liabilities for all Taxes attributable to the Assets which relate to the assessment of Taxes on production or ownership of the Assets prior to the Effective Time.
