Income and Expense Allocations. All income, except any Intangible Personal Property, and expenses with respect to the Property, and applicable to the period of time before and after Closing, determined in accordance with sound accounting principles consistently applied, shall be allocated between the Contributors and the Acquiror. The Contributors shall be entitled to all income (including all cash box receipts and cash credits for unused expendables), and responsible for all expenses for the period of time up to but not including 12:01 a.m. on the Closing Date, and the Acquiror shall be entitled to all income and responsible for all expenses for the period of time from, after and including the Closing Date. Only adjustments for ground rent, if applicable, and real estate taxes shall be shown on the settlement statements (with such supporting documentation as the parties hereto may require being attached as exhibits to the settlement statements) and shall increase or decrease (as the case may be) the amount payable by the Acquiror. All other such adjustments shall be made by separate agreement between the parties and shall be payable by check or wire directly between the parties. Without limiting the generality of the foregoing, the following items of income and expense shall be allocated as of the Closing Date:
(a) Current and prepaid rents, including, without limitation, prepaid room receipts, function receipts and other reservation receipts.
(b) Real estate and personal property taxes.
(c) Amounts under the Operating Agreements.
(d) Utility charges (including but not limited to charges for water, sewer and electricity).
(e) Wages, vacation pay, pension and welfare benefits and other fringe benefits of all persons employed at the Property who the Acquiror elects to employ.
(f) Value of fuel stored on the Property at the price paid for such fuel by the Contributors, including any taxes.
(g) All prepaid reservations and contracts for rooms confirmed by Contributors prior to the Closing Date for dates after the Closing Date, all of which Acquiror shall honor. The Tray Ledger shall be retained by the Contributors. The Contributors shall be required to pay all sales taxes and similar impositions currently up to the Closing Date. Acquiror shall not be obligated to collect any accounts receivable or revenues accrued prior to the Closing Date for Contributors, but if Acquiror collects same, such amounts will be promptly remitted to Contributors in the form received. If accurate allocations can...
Income and Expense Allocations. The following shall be prorated, on a calendar-month basis, to the 1st day of the month of the closing: rents and other income from the Property; operating expenses (on such service contracts and other obligations as Purchaser may agree to assume); and general and real property taxes and personal and business property taxes for the year of closing (based on the most recent assessment and the most recent levy).
Income and Expense Allocations. All income and expenses with respect to the Property, and applicable to the period of time before and after Closing, determined in accordance with generally accepted accounting principles consistently applied, shall be allocated between Transferor and Transferee (or, at Transferee's election, between Transferor and the lessee under the Golf Course Lease to the extent such income or expenses will be payable by or attributable to such lessee). Transferor shall be entitled to all income and shall be responsible for all expenses for the period of time up to but not including the Closing Date, and Transferee shall be entitled to all income and shall be responsible for all expenses for the period of time from, after and including the Closing Date. Such adjustments shall be shown on the Closing Statements (with such supporting documentation as the parties hereto may require being attached as exhibits to the Closing Statements) and shall increase or decrease (as the case may be) the Purchase Price payable by Transferee. Without limiting the generality of the foregoing, the following items of income and expense shall be prorated at Closing:
(a) Current and prepaid rents or fees, including, without limitation, prepaid Golf Club membership fees, function receipts and other reservation receipts.
(b) Real estate and personal property taxes.
(c) Utility charges (including but not limited to charges for water, sewer and electricity).
(d) Value of fuel stored on the Property at the price paid for such fuel by Transferor, including any taxes.
(e) Municipal improvement liens where the work has physically commenced (certified liens) shall be paid by Transferor at Closing. Municipal improvement liens which have been authorized, but where the work has not commenced (pending liens) shall be assumed by Transferee.
(f) License and permit fees, where transferable.
(g) All other income and expenses of the Property, including, but not being limited to such things as restaurant and snack bar income and expenses and the like.
(h) Such other items as are usually and customarily prorated between Transferees and Transferors of golf course properties in the area in which the Property is located shall be prorated as of the Closing Date.
Income and Expense Allocations. The following shall be prorated, on a calendar-month basis, to the 1st day of the month of the closing: rents and other income from the Property; operating expenses (on such service contracts and other obligations as Purchaser may agree to assume); and general and real property taxes and personal and business property taxes for the year of closing (based on the most recent assessment and the most recent levy). If funding by Purchaser does not occur by noon CST on Closing Date, adjustments shall be as of the date of funding prior to noon CST.
Income and Expense Allocations. All income and expenses with respect to each of the Excluded Assets, as applicable, to the period of time before and after Closing, determined in accordance with sound accounting principles consistently applied, shall be allocated between the Seller and the Purchaser. The Seller shall be entitled to all income and responsible for all expenses for the period of time up to but not including the date of Closing, and the Purchaser shall be entitled to all income and responsible for all expenses for the period of time from, after and including the date of Closing. Only adjustments for ground rent, if applicable, and real estate taxes, utilities, and personal property taxes shall be shown on the settlement statements (with such supporting documentation as the parties hereto may require being attached as exhibits to the settlement statements) and shall increase or decrease (as the case may be) the amount payable by the Purchaser pursuant to Section 1. All other such adjustments shall be made by separate agreement between the parties and shall be payable by check or wire directly between the parties. Without limiting the generality of the foregoing, the following items of income and expense shall be allocated at Closing:
a. Real estate and personal property taxes.
b. Utility charges (including but not limited to charges for water, sewer and electricity). The foregoing items, to the extent allocated to, or otherwise payable by, Seller and not paid prior to the Closing Date, shall be reflected as current assets or liabilities on the Closing Balance Sheet (as defined in the Merger Agreement) for purposes of Article II of the Merger Agreement. Purchaser shall not be obligated to collect any accounts receivable or revenues accrued prior to the Closing Date for Seller, but if Purchaser collects same, such amounts will be promptly remitted to Seller in the form received. If accurate allocations cannot be made at Closing because current bills are not obtainable (as, for example, in the case of utility bills or tax bills), the parties shall allocate such income or expenses at Closing on the best available information, and such allocation shall be final and binding on the parties. Any income received or expense incurred by the Seller or the Purchaser with respect to any of the Excluded Assets after the date of Closing shall be promptly allocated in the manner described herein and the parties shall promptly pay or reimburse any amount due. The Seller shall pay at Closing , a...
Income and Expense Allocations. All income and expenses with respect to the Property, and applicable to the period of time before and after Closing, determined in accordance with generally accepted accounting principles consistently applied, shall be allocated between Seller and Buyer (or, at Buyer's election, between Seller and the lessee under the Golf Course Lease to the extent such income or expenses will be payable by or attributable to such lessee). Seller shall be entitled to all income and shall be responsible for all expenses for the period of time up to but not including the Closing Date, and Buyer shall be entitled to all income and shall be responsible for all expenses for the period of time from, after and including the Closing Date. Such adjustments shall be shown on the Closing Statements (with such supporting documentation as the parties hereto may require being attached as exhibits to the Closing Statements) and shall increase or decrease (as the case may be) the Purchase Price payable by Buyer. Without limiting the generality of the foregoing, the following items of income and expense shall be prorated at Closing:
Income and Expense Allocations. The following shall be prorated, on a calendar-month basis, to the day of closing: rents and other income from the Property; operating expenses as actually incurred, including Cel Tower rent. Real property, business and personal property taxes applicable to the personal property that is part of the property to be sold pursuant to this Agreement, shall be prorated on a calendar year basis using the most recent tax rate and tax valuation applicable to such properties.
Income and Expense Allocations. All income, except from any Intangible Personal Property, and expenses with respect to the Property, and applicable to the period of time before and after Closing, determined in accordance with GAAP, shall be allocated between the Contributor and the Acquiror. The Contributor shall be entitled to all income and responsible for all expenses accrued for the period up to but not including the date of Closing, and the Acquiror shall be entitled to all income and responsible for all
Income and Expense Allocations. All income, except from any Intangible Personal Property, and expenses with respect to the Property, and applicable to the period of time before and after
Income and Expense Allocations. All income and expenses with respect to BGMS, and applicable to the period of time before and after Closing, determined in accordance with generally accepted accounting principles consistently applied, shall be allocated between Seller and Buyer. Seller shall be entitled to all income and shall be responsible for all expenses for the period of time up to but not including the Closing Date, and Buyer shall be entitled to all income and shall be responsible for all expenses for the period of time from, after and including the Closing Date. Such adjustments shall be shown on the Closing Statements (with such supporting documentation as the parties hereto may require being attached as exhibits to the Closing Statements) and shall increase or decrease (as the case may be) the Purchase Price payable by Buyer. Without limiting the generality of the foregoing, the following items of income and expense shall be prorated at Closing:
a. Rents and Fees. Current and prepaid rents or fees.
