General Provisions Regarding Prorations and Adjustments Sample Clauses

General Provisions Regarding Prorations and Adjustments. The following adjustments and prorations will be computed as of the Closing Date for each of the Hotels, and the “net” amounts owing by the Terminating Lessors or the Terminating Lessees with respect to the Hotels to the other parties shall be paid by such owing parties to the other parties on the Closing Date; provided, however, the “net” amounts will be calculated for the Hotels in the First Closing Tranche and then for the Hotels in the Second Closing Tranche on each Closing Date. Unless otherwise stated herein, all prorations will be on an accrual basis in accordance with generally accepted accounting principles, and based on the actual number of days in each month. All items of revenue, cost and expense of each Hotel which are receivable or payable by the applicable Terminating Lessee under the terms of the Lease Agreements with respect to the period up to and including the Closing Date will be for the account of such Terminating Lessee; provided, however, that the Terminating Lessees shall pay at Closing the “Rent,” as defined in the Lease Agreements, payable to Terminating Lessors for the period from the date of the last period for which Terminating Lessee paid the applicable Terminating Lessors Rent through the Closing Date (other than any “Rent” or other payment required to be paid to cure the Potential Lease Defaults); provided, however that (a) all calculations under a Lease Agreement shall be “closed out” and calculated as of the Closing Date, so that any obligations of any Terminating Lessee under any performance standards provided for in a Lease Agreement shall be deemed to be “zero,” (b) all curative provisions under all performance standards in a Lease Agreement shall be forgiven at Closing and no amounts relating thereto shall be included in any adjustments in or due to Terminating Lessors pursuant to the Closing Statement or any subsequent adjustment to or replacement of the Closing Statement, and (c) all percentage rent required by the Lease Agreements (after payment of the Rent required as set forth above) shall be deemed to be “zero” as of the Closing Date and cease as of the Closing Date. The provisions of this Section 6.4(a) shall control over any inconsistent or contrary provision of this Agreement and shall survive the Closing. All other items of revenue, cost and expense of the Hotels will be for the account of Terminating Lessors. By way of illustration and not in any way limiting the foregoing, upon the Closing, (i) all Performa...
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Related to General Provisions Regarding Prorations and Adjustments

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