Calculation of Prorations. For purposes of calculating prorations, Seller shall be deemed to be in title to the Property, and therefore entitled to the income therefrom and responsible for the expenses thereof, through the day prior to the Closing Date and Purchaser shall be deemed to be in title to the Property, and therefore entitled to the income therefrom and responsible for the expenses thereof, from and after 12:01 a.m. on the Closing Date. All prorations shall be made on the basis of the actual number of days of the year and month which have elapsed as of the Closing Date. All prorations which cannot be ascertained as of the Closing shall be prorated on the basis of the parties’ reasonable estimate of such amount. Except as otherwise stated above, if necessary, the amount of prorations shall be adjusted in cash after Closing, as and when complete and accurate information becomes available but in any event no later than ninety (90) days after the Closing Date; provided, however, the ninety (90) day period shall be extended for a reasonable time for any real property tax reduction or abatement proceeds, which are to be prorated between Purchaser and Seller pursuant to Section 5.1(c), and for any period of time which may be required for reconciliation of tax, insurance, and common area maintenance expenses for the calendar year in which the Closing Date occurs. Purchaser and Seller each agree to reasonably cooperate with the other with respect to such final proration. This provision shall survive Closing and shall not be merged therein.
Calculation of Prorations. All prorations shall be made on the basis of the actual number of days of the month which have elapsed as of 12:01 a.m. on the Closing Date.
Calculation of Prorations. All apportionments and prorations made hereunder shall be made based on the number of days of ownership of the Property in the period applicable to the apportionment, with Buyer entitled to income and responsible for expenses for the Closing Date. Prorations of annual payments shall be made based on the number of days of ownership in the applicable annual period.
Calculation of Prorations. All apportionments and prorations made hereunder shall be made based on the number of days of ownership of the Property in the period applicable to the apportionment, with Buyer entitled to income and responsible for expenses for the Closing Date. Prorations of annual payments will be made based on the number of days of ownership in the applicable annual period.
Calculation of Prorations. Escrow Agent will make all adjustments and/or prorations on the basis of the actual number of days in a month, and by credit and/or debit to the respective accounts of Wastewater Company, Van Tuyl Entities and Town in the Escrow.
Calculation of Prorations. All prorations shall be made on the basis of the actual number of days of the month which have elapsed as of 12:01 a.m. on the Closing Date provided that the cash portion of the Purchase Price is received by Seller's depository bank in time to credit to Seller's account on the Closing Date. If the cash portion of the Purchase Price is not so received by Seller's depository bank on the Closing Date, then the day of Closing shall belong to Seller and such proration shall be made as of the end of the day that is the Closing Date.
Calculation of Prorations. All prorations shall be made on the basis of the actual number of days of the year and month which have elapsed as of the day prior to the Closing. The amount of proration shall be adjusted in cash after the Closing, as and when complete and accurate information becomes available. Seller and Buyer shall cooperate in making post-closing adjustments to prorations, within thirty (30) days following Closing or as soon as practicable thereafter.
Calculation of Prorations. In the calculating of the prorations mentioned in this Agreement, the Seller will be deemed to own the Property through the Closing Date, and the Purchaser will be deemed to own the Property thereafter. All prorations will be based upon a 365 day year or, where other than an annual period is involved, on the actual number of days in the applicable period.
Calculation of Prorations. For purposes of calculating prorations:
(i) Purchaser shall be deemed to be in title to the Property, and therefore entitled to the income therefrom and responsible for the expenses thereof, through and including the Closing Date.
(ii) All prorations shall be made on the basis of the actual number of days of the applicable billing period which shall have elapsed as of the Closing Date and the actual number of days in such applicable billing period.
(iii) The amounts of all such prorations shall be final.
Calculation of Prorations. For purposes of calculating prorations, Seller will be in title to the Real Property, and therefore entitled to the income therefrom and responsible for the expenses thereof (subject to the terms of clause (a) above and of the Existing Leases), through midnight of the day before the Closing Date. All prorations will be made on the basis of the actual number of days of the year and month which have elapsed as of the Closing Date. The amount of - 15 - prorations will be adjusted in cash after the Closing, as and when complete and accurate information becomes available. By no later than (i) ninety (90) days after Closing, Purchaser will provide Seller with a final accounting of Operating Expenses for periods prior to Closing, if any, and (ii) thirty (30) days after Purchaser receives the final xxxx for Taxes of the Facilities for the applicable period in which the Closing occurs, Purchaser will provide Seller with a final account of such Taxes. Purchaser will reimburse Seller for overpayments of Taxes and Operating Expenses by Seller or payments made by Seller relating to periods after Closing, if any. Seller will reimburse Purchaser for payments made by Purchaser relating to periods prior to Closing, if any. In no event shall Seller have any liability or responsibility for Existing Tenant’s failure to pay any of the foregoing which are the responsibility of Existing Tenant under the Existing Leases. This Section 13 will survive Closing.
