Items to be Prorated. The following shall be prorated between Seller and Buyer such that items of income and expense through the day prior to the Closing Date shall be allocated to Seller, and items of income and expense for the Closing Date and thereafter shall be allocated to Buyer:
(a) All real estate taxes and assessments on the Property for the current year on a per diem basis. In no event shall Seller be charged with or be responsible for any increase in the taxes on the Property resulting from the sale of the Property or from any improvements made or leases entered into on or after the Closing Date. If any assessments on the Property are payable in installments, then the installment for the current period shall be prorated (with Buyer assuming the obligation to pay any installments due after the Closing Date).
(b) All fixed and additional rentals under the leases, security deposits and other tenant charges. Seller shall deliver or provide a credit in an amount equal to all prepaid rentals for periods after the Closing Date and all refundable security deposits (to the extent the foregoing are held by Seller and are not applied or forfeited prior to the Closing Date) to Buyer on the Closing Date. Rents which are delinquent as of the Closing Date shall not be prorated on the Closing Date. Buyer shall include such delinquencies in its normal billing and shall diligently pursue the collection thereof in good faith after the Closing Date (but Buyer shall not be required to litigate or declare a default in any lease). To the extent Buyer receives rents on or after the Closing Date, such payments shall be applied first toward then current rent owed to Buyer in connection with the applicable lease for which such payments are received, and any excess monies received shall be applied toward the payment of any delinquent rents, with Seller's share thereof being promptly delivered to Seller within fifteen (15) days after receipt of the same by Buyer. Buyer may not waive any delinquent rents nor modify a lease so as to reduce or otherwise affect amounts owed thereunder for any period in which Seller is entitled to receive a share of charges or amounts without first obtaining Seller's written consent. Seller hereby reserves the right to pursue any damage remedy (but in no action for eviction or lease termination) against any tenant owing delinquent rents and any other amounts to Seller. Buyer shall reasonably cooperate with Seller in any collection efforts hereunder (but shall not be r...
Items to be Prorated. The following shall be prorated between Seller and Buyer as of the Closing Date with Buyer being deemed the owner of the Property as of the Closing Date:
Items to be Prorated. The following shall be prorated between Seller and Buyer as of the Closing Date:
Items to be Prorated. The following shall be prorated between Seller and Buyer as of the Close of Escrow with the Buyer being deemed the owner of the Property as of the Close of Escrow:
Items to be Prorated. Subject to the immediately following paragraph, the items set forth in this Section 6.8.1 shall be prorated between Seller and Buyer as of 11:59:59 pm on the day prior to the Closing Date with (i) Buyer being deemed the owner of the Property as of the Closing Date and with Buyer receiving credit for or charged with the entire day of the Closing and (ii) Seller being deemed the owner of the Property on the entire day prior to the Closing Date and with the applicable Seller receiving credit for or charged with the entire day prior to the Closing. Except as hereinafter expressly provided, all prorations shall be done on the basis of the actual number of days in the year in which Closing occurs for the actual number of days elapsed to the Closing Date or the actual number of days in the month in which the Closing occurs and the actual number of days elapsed in such month to the Closing Date, as applicable.
Items to be Prorated. The following shall be prorated between Seller and Buyer as of the Closing Date with Buyer being deemed the owner of the Property as of the Closing Date and with Buyer receiving credit for or charged with the entire day of the Closing. Except as hereinafter expressly provided, all prorations shall be done on the basis of the actual number of days in the year in which Closing occurs for the actual number of days elapsed to the Closing Date or the actual number of days in the month in which the Closing occurs and the actual number of days elapsed in such month to the Closing Date, as applicable:
Items to be Prorated. The following items shall be prorated between -------------------- Purchaser and Seller as of 11:59 p.m. (local time at the Property) on the day immediately preceding the Closing Date:
(a) real property taxes and assessments (or installments thereof) based on the most recent tax bills except those required to be paid directly to the entity imposing the same by Tenants;
(b) water rents and charges, if any, except those required to be paid directly to the entity imposing the same by Tenants;
(c) sewer taxes and rents, if any, except those required to be paid directly to the entity imposing the same by Tenants;
(d) actually accrued interest, if any, required to be paid to a Party on Security Deposits;
(e) amounts, if any, payable by Seller or owed to Seller under the REA or the Anchor Subleases;
(f) amounts, including, without limitation, ground rent, payable by Seller (or Xxxxx) or owed to Seller (or Xxxxx) under the Ground Lease, the Xxxxx Sublease and the TIC Agreement;
(g) annual permit, license and inspection fees, if any, on the basis of the fiscal year for which levied, if the rights with respect thereto continue for the benefit of Purchaser following the Closing;
(h) fuel oil and liquid propane gas, if any, at the cost per gallon or cubic foot most recently charged to Seller with respect to the Property, based on the supplier's measurements thereof, plus sales taxes thereon;
(i) deposits, if any, on account with any utility company servicing the Property;
(j) deposits on account with any municipality having jurisdiction over the Property (other than deposits which are in the nature of security for the performance of work);
(k) amounts paid or payable by or to Seller to or from merchants and other associations for promotional funds and other similar contributions or payments;
(l) Rents;
(m) amounts paid or payable by Seller under the Assumed Contracts;
(n) Purchaser shall receive a credit from Seller at Closing for the funds held by Seller with respect to outstanding gift certificates; and
(o) all other items customarily apportioned in connection with the sale of similar properties similarly located. Seller shall prepare and send to Purchaser and Tenants and each REA Party calculations and tenant xxxxxxxx for periods ending on or prior to the Closing Date with respect to Adjustable Tenant Charges, Sales Based Tenant Charges and advertising marketing and promotional contributions. Seller shall cooperate with Purchaser in the transfer of electricity, gas...
Items to be Prorated. The following shall be prorated between Seller and Buyer as of 11:59 p.m. on the day prior to the Closing Date, with such prorations being calculated (except as otherwise set forth below) on the basis of Seller being responsible for all expenses and entitled to all income attributable to periods prior to the Closing Date and Buyer being responsible for all expenses and entitled to all income attributable to periods on and after the Closing Date.
Items to be Prorated. Real property and personal property taxes and assessments shall be prorated as of Closing.
Items to be Prorated. The following items shall be apportioned or prorated between Seller and Purchaser as of close of the day preceding the Closing Date (it being understood and agreed that the parties shall endeavor to compute all closing adjustments at least three (3) days prior to Closing Date, and Seller, by such time, shall supply satisfactory supporting evidence for all such adjustments):
A. General real estate taxes (“Taxes”) for the then-current calendar year and any installment of Taxes for any prior calendar year not yet due and payable. If the Closing occurs prior to the receipt by Seller of the tax xxxx for the calendar year in which the Closing occurs or for any prior calendar year, the Title Company shall prorate Taxes for such calendar year or years based upon the most recent ascertainable assessments and tax rates, applicable to the Property.
B. Utilities, including water, sewer, electric and gas, shall be prorated based upon estimates. Purchaser shall receive a credit at Closing for Seller’s estimated share of utilities for the month in which Closing occurs and shall pay the utilities charges for such month.
C. The amount of deposits, if any, with utility companies that are assigned by Seller to Purchaser at the Closing shall be credited to Seller and charged to Purchaser.
