Common use of Items to be Prorated Clause in Contracts

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, water and other utility services from Seller's name to the name of Purchaser as of the Closing Date.

Items to be Prorated. The Subject to the other provisions of this Article and this Agreement, the following items shall be prorated apportioned or adjusted between -------------------- Purchaser Contributor and Seller the Partnership at the Closing as of 11:59 p.m. (local time at the Property) on date specified in Section 4.1 and the day immediately preceding the Closing Datenet amount thereof shall be settled as hereinafter provided: (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 Tenantsthose Tenants who are current in all of their Lease payment obligations on the Closing Date (such proration shall be computed based on the assumption that the real estate taxes due in July 1996 and December 1996 (and payable without penalty in September 1996 and February 1997, respectively) relate to calendar year 1996 and accrued ratably throughout such year); (b) water rents and charges, if any, except those required to be paid directly to the entity imposing the same by TenantsTenants who are current in all of their Lease payment obligations on the Closing Date; (c) sewer taxes and rents, if any, except those required to be paid directly to the entity imposing the same by TenantsTenants who are current in all of their Lease payment obligations on the Closing Date; (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 Contributor (or, following the Drop-Down, the Acquired Partnership) under the REA or the Anchor SubleasesReciprocal Easement Agreements; (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 the Acquired Partnership following the Closing; (hg) fuel oil and liquid propane gas, if any, at the cost or costs per gallon or cubic foot most recently charged to Seller with respect to the PropertyMall, based on the supplier's measurements thereof, plus sales taxes thereon; (ih) deposits, if any, on account with any utility company servicing the PropertyMall; (ji) deposits on account with any municipality having jurisdiction over the Property Mall (other than deposits which are in the nature of security for the performance of work); (kj) amounts paid or payable by or the owner of the Mall to Seller the Promotional Association; (k) Rents (subject to or from merchants and the other associations for promotional funds and other similar contributions or paymentsprovisions of this Article V); (l) Rentsamounts paid or payable under the Contracts relating to the Mall to the extent the same constitute Partnership Liabilities; (m) amounts paid or payable by Seller under interest on the Assumed Contracts; (n) Purchaser shall receive a credit from Seller at Closing for the funds held by Seller with respect to outstanding gift certificatesExisting Indebtedness; and (on) all other items customarily apportioned in connection with the sale of properties that are similar properties to the Property and 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 Contributor shall cooperate with Purchaser the Partnership in the transfer of electricity, gas, water and other utility services from SellerContributor's name to the name of Purchaser the Acquired Partnership as of the Closing DateDate if not previously transferred in connection with the Drop-Down.

Items to be Prorated. The Subject to the other provisions of this Article and this Agreement, the following items in respect of the Property shall be prorated apportioned or adjusted on a per diem basis (employing the actual number of calendar days in the period involved and a 365-day year) between -------------------- Purchaser Contributor and Seller the Partnership at the Closing as of 11:59 p.m. (local time at the Property) p.m., Central Standard Time, on the day immediately preceding the Closing Date: (a) Date and the net amount thereof shall be settled as hereinafter provided: 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) those Tenants who are current in all of their Lease payment obligations on the Closing Date); water rents and charges, if any, (except those required to be paid directly to the entity imposing the same by Tenants; (c) Tenants who are current in all of their Lease payment obligations on the Closing Date); sewer taxes and rents, if any, (except those required to be paid directly to the entity imposing the same by Tenants; (d) Tenants who are current in all of their Lease payment obligations on the Closing Date;) 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 Contributor 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 Reciprocal Easement 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 the Partnership following the Closing; (h) ; fuel oil oil, diesel fuel and liquid propane gas, if any, at the cost or costs per gallon or cubic foot most recently charged to Seller with respect to the PropertyMall, 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) Mall; amounts paid or payable by or Contributor to Seller the Promotional and Advertising Fund; Rents (subject to or from merchants and the other associations for promotional funds and other similar contributions or payments; (l) Rents; (m) provisions of this Article IV); amounts paid or payable by Seller Contributor under the Contracts to the extent the same constitute Assumed Contracts; (n) Purchaser shall receive a credit from Seller at Closing for Liabilities; interest and deposits on the funds held by Seller with respect to outstanding gift certificatesExisting Indebtedness; and (o) all other items customarily apportioned in connection with the sale of properties that are similar properties to the Property and similarly located; and amounts payable under the Ground Lease. 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 Contributor shall cooperate with Purchaser the Partnership in the any transfer of electricity, gas, water and other utility services from Seller's name to if deemed necessary by the name of Purchaser as of the Closing DatePartnership.

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) pm 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 Tenantsthose Tenants who are current in all of their Lease payment obligations on the Closing Date; (b) water rents and charges, if any, except those required to be paid directly to the entity imposing the same by TenantsTenants (who are current in all of their Lease payment obligations on the Closing Date); (c) sewer taxes and rents, if any, except those required to be paid directly to the entity imposing the same by TenantsTenants (who are current in all of their Lease payment obligations on the Closing Date); (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 Subleasesdeleted; (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; (hg) 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; (ih) deposits, if any, on account with any utility company servicing the Property; (ji) 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); (kj) amounts paid or payable by or to Seller to or from merchants associations and other tenant associations for promotional funds and other similar contributions or payments; (lk) Rents; (ml) amounts paid or payable by Seller under the Assumed ContractsContracts to be assumed by Purchaser; (nm) Purchaser shall receive a credit from Seller at Closing for the funds held by Seller with respect to outstanding gift certificatesdeleted; and (on) 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, water and other utility services from Seller's name to the name of Purchaser as of the Closing Date.