Certain Prorations. (a) The items set forth on Schedule 4.4(a) shall be prorated or adjusted between the parties hereto as of the Effective Time. (b) At Closing, each party shall pay or credit to the other party all sums required to effectuate the prorations and adjustments contemplated by the provisions of this Section 4.4. If final figures have not been calculated on any of the adjustments, prorations or reimbursements as of the Closing, then the parties hereto shall close this transaction using estimated adjustments, prorations and reimbursements which shall be subject to later readjustment when such final figures have been calculated. The parties hereto shall seek to determine the amounts of all prorations, adjustments and reimbursements required hereunder on or before the Closing, if possible, and no later than six (6) months following the Closing.
Appears in 4 contracts
Samples: Asset Purchase Agreement (American Physician Partners Inc), Asset Purchase Agreement (American Physician Partners Inc), Asset Purchase Agreement (American Physician Partners Inc)
Certain Prorations. (a1) The items set forth on Schedule 4.4(a13.2(a) shall be prorated or adjusted between the parties hereto as of the Effective Time.
(b2) At ClosingOn the date hereof, each party shall pay or credit to the other party all sums required to effectuate the prorations and adjustments contemplated by the provisions of this Section 4.413.2. If final figures have not been calculated on any of the adjustments, prorations or reimbursements as of the Closingdate hereof, then the parties hereto shall close this transaction using estimated adjustments, prorations and reimbursements which shall be subject to later readjustment when such final figures have been calculated. The parties hereto shall seek to determine the amounts of all prorations, adjustments and reimbursements required hereunder on or before the Closingdate hereof, if possible, and no later than six (6) months following the Closingdate hereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (American Physician Partners Inc), Asset Purchase Agreement (American Physician Partners Inc)