Common use of Closing Statement; Final Proration Adjustment Clause in Contracts

Closing Statement; Final Proration Adjustment. At least one (1) full Business Day prior to the Closing Date, Seller and Buyer shall submit to Escrow Holder the proposed allocation of costs and expenses to be made in accordance with Section 6.6 above and the prorations to be made in accordance with this Section 6.9 and Escrow Holder shall prepare and provide to Seller and Buyer pro forma closing statements, which shall be subject to prompt review and mutual agreement by Seller and Buyer (the “Closing Statements”). The Closing Statements shall be utilized for purposes of making the adjustments to the Purchase Price upon the Closing for closing costs and prorations. As soon as practicable following the Closing (but in no event later than ninety (90) days after the end of the calendar year in which the Closing occurs), Seller and Buyer shall reprorate the income and expenses set forth in this Section 6.9 based upon actual bills or invoices received after the Closing (if original prorations were based upon estimates) and any other items necessary to effectuate the intent of the parties that all income and expense items be prorated as provided above in this Section 6.9 (the “Final Proration Adjustment”); provided that such deadline shall not apply to any final prorations that may be required with respect to any Real Estate Taxes. Any reprorated items shall be promptly paid to the party entitled thereto. Any errors or omissions in computing adjustments at the Closing shall be promptly corrected, but only so long as the party seeking to correct such error or omission has notified the other party of such error or omission no later than the Final Proration Adjustment. The proration of income and expense at the Final Proration Adjustment shall be final and conclusive; there shall be no further proration or adjustment following the Final Proration Adjustment. On the Closing Date, Seller shall deliver to Buyer all inventories of supplies on hand at the Property owned by Seller, if any, at no additional cost to Buyer. The provisions of this Section 6.9 shall survive Closing.

Appears in 2 contracts

Samples: Purchase and Sale Agreement and Joint Escrow Instructions (Steadfast Income REIT, Inc.), Purchase and Sale Agreement and Joint Escrow Instructions (Steadfast Apartment REIT III, Inc.)

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Closing Statement; Final Proration Adjustment. No less than five (5) Business Days prior to the Closing Date, Seller shall deliver to Escrow Holder all information necessary for Escrow Holder to prepare pro forma closing statements for review by Purchaser and Seller, and Escrow Holder shall promptly prepare and circulate such pro forma closing statements to Purchaser and Seller. At least one two (12) full Business Day Days prior to the Closing Date, Seller and Buyer Purchaser shall submit to Escrow Holder agree upon the proposed allocation of costs and expenses to be made in accordance with Section 6.6 5.6 above and the prorations to be made in accordance with this Section 6.9 5.9 and submit to Escrow Holder shall prepare and provide to Seller and Buyer executed pro forma closing statementsstatements prepared by Escrow Holder for Purchaser and Seller (collectively, which shall be subject to prompt review and mutual agreement by Seller and Buyer (the “Closing Statements”). The Closing Statements shall be utilized for purposes of making the adjustments to the Purchase Price upon the Closing Close of Escrow for closing costs and prorations. As soon as practicable following the Closing Close of Escrow (but in no event later than ninety nine (909) days months after the end Close of the calendar year in which the Closing occursEscrow), Seller and Buyer Purchaser shall reprorate the income and expenses set forth in this Section 6.9 5.9 based upon actual bills or invoices received after the Closing Close of Escrow (if original prorations were based upon estimates) and any other items necessary to effectuate the intent of the parties that all income and expense items be prorated as provided above in this Section 6.9 5.9 (the “Final Proration Adjustment”); provided that such deadline shall not apply to any final prorations that may be required with respect to any Real Estate Taxes. Any reprorated items shall be promptly paid to the party entitled thereto. Any errors or omissions in computing adjustments at the Closing Close of Escrow shall be promptly corrected, but only so long as the party seeking to correct such error or omission has notified the other party of such error or omission no later than the Final Proration Adjustment. The proration of income and expense at the Final Proration Adjustment shall be final and conclusive; there shall be no further proration or adjustment following the Final Proration Adjustment. On the Closing Date, Seller shall deliver to Buyer all inventories of supplies on hand at the Property owned by Seller, if any, at no additional cost to Buyer. The provisions of this Section 6.9 shall survive Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement and Joint Escrow Instructions (Deckers Outdoor Corp)

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Closing Statement; Final Proration Adjustment. At least one (1) full Business Day prior to the Closing Date, Seller LGI De shall deliver to the Partnership a proration schedule identifying all adjustments for items to be prorated pursuant to this Section 6.9, with reasonable back-up, and Buyer LGI De and the Partnership shall submit to Escrow Holder agree upon the proposed allocation of costs and expenses to be made in accordance with Section 6.6 above and the prorations to be made in accordance with this Section 6.9 and submit to Escrow Holder shall prepare and provide to Seller and Buyer pro forma closing statements, which shall be subject to prompt review and mutual agreement a signed statement (or sign a statement prepared by Seller and Buyer Escrow Holder) (the "Closing Statements”Statement"). The Closing Statements Statement shall be utilized for purposes of making the adjustments to the Purchase Price Net Value upon the Closing for closing costs and prorations. As soon as practicable following the Closing (but in no event later than ninety (90) days after the end of the calendar year in which the Closing occursClosing), Seller LGI De and Buyer the Partnership shall reprorate the income and expenses set forth in this Section 6.9 based upon actual bills or invoices received after the Closing (if original prorations were based upon estimates) and any other items necessary to effectuate the intent of the parties Parties that all income and expense items be prorated as provided above in this Section 6.9 (the "Final Proration Adjustment"); provided that such deadline shall not apply to any final prorations that may be required with respect to any Real Estate Taxes. Any reprorated items shall be promptly paid to the party Party entitled thereto. Any errors or omissions in computing adjustments at the Closing shall be promptly corrected, but only so long as the party Party seeking to correct such error or omission has notified the other party Party of such error or omission no later than the Final Proration Adjustment. The proration of income and expense at the Final Proration Adjustment shall be final and conclusive; there shall be no further proration or adjustment following the Final Proration Adjustment. On 7. Interim Operation and Leasing of the Closing Date, Seller shall deliver to Buyer all inventories of supplies on hand at the Property owned by Seller, if any, at no additional cost to BuyerProperty; Leasing Costs. The provisions of this Section 6.9 shall survive Closing.7.1

Appears in 1 contract

Samples: Contribution Agreement and Joint Escrow Instructions

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