Operating Taxes. (a) Apportionment of Ad Valorem and Property Taxes. All ad valorem, real ---------------------------------------------- property taxes and personal property taxes, including interest and penalties attributable thereto (hereinafter "Property Taxes"), attributable to Reserves LLC's limited partnership interest in the Partnership's ownership and operation of the Properties with respect to the assessment period ("Property Tax Period") during which the Effective Time occurs shall be apportioned between Seller and Buyer by multiplying the total amount of such Property Taxes by a fraction, the numerator of which is the number of days in the partial period through and including the Effective Time and the denominator of which is the total number of days in the Property Tax Period. The Partnership shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Property Tax Period during which the Effective Time occurs. If Seller is the owner of Reserves LLC on the Property Tax assessment date, then the Settlement Price shall be increased by the amount of Buyer's portion of Property Taxes owed as set forth above. If the Property Tax assessment date occurs after Closing, then the Settlement Price shall be reduced by the estimated amount of Seller's portion of Property Taxes owed as set forth above. The allocation and payment of ad valorem taxes shall be handled through adjustments to the Settlement Price.
Appears in 1 contract
Samples: Purchase Agreement (Eex Corp)
Operating Taxes. (a) Apportionment of Ad Valorem and Property Taxes. All ad valorem, real ---------------------------------------------- property taxes and personal property taxes, including interest and penalties attributable thereto (hereinafter "Property Taxes"), attributable to Reserves LLC's limited partnership interest in the Partnership's ownership and operation of the Properties Operating Assets with respect to the assessment period ("Property Tax Period") during which the Effective Time occurs shall be apportioned between Seller and Buyer by multiplying the total amount of such Property Taxes by a fraction, the numerator of which is the number of days in the partial period through and including the Effective Time and the denominator of which is the total number of days in the Property Tax Period. The Partnership shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Property Tax Period during which the Effective Time occurs. If Seller is the owner of Reserves LLC the Partnership on the Property Tax assessment date, then the Settlement Price shall be increased by the amount of Buyer's portion of Property Taxes owed as set forth above. If the Property Tax assessment date occurs after Closing, then the Settlement Price shall be reduced by the estimated amount of Seller's portion of Property Taxes owed as set forth above. The allocation and payment of ad valorem taxes shall be handled through adjustments to the Settlement Price.
Appears in 1 contract
Samples: Stock Purchase Agreement (Eex Corp)
Operating Taxes. (a) Apportionment of Ad Valorem and Property Taxes. All ad valorem, real ---------------------------------------------- property taxes and personal property taxes, including interest and penalties attributable thereto (hereinafter "Property Taxes"), attributable to Reserves LLCGrande's limited partnership interest in the Partnership's ownership and operation of the Properties with respect to the assessment period ("Property Tax Period") during which the Effective Time occurs shall be apportioned between Seller and Buyer by multiplying the total amount of such Property Taxes by a fraction, the numerator of which is the number of days in the partial period through and including the Effective Time and the denominator of which is the total number of days in the Property Tax Period. The Partnership shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Property Tax Period during which the Effective Time occurs. If Seller is the owner of Reserves LLC Grande on the Property Tax assessment date, then the Settlement Price shall be increased by the amount of Buyer's portion of Property Taxes owed as set forth above. If the Property Tax assessment date occurs after Closing, then the Settlement Price shall be reduced by the estimated amount of Seller's portion of Property Taxes owed as set forth above. The allocation and payment of ad valorem taxes shall be handled through adjustments to the Settlement Price.
Appears in 1 contract
Samples: Purchase Agreement (Eex Corp)
Operating Taxes. (a) Apportionment of Ad Valorem and Property Taxes. All ad valorem, real ---------------------------------------------- property taxes and personal property taxes, including interest and penalties attributable thereto (hereinafter "Property Taxes"), attributable to Reserves LLCSoutheast's limited partnership interest in the Partnership's ownership and operation of the Properties with respect to the assessment period ("Property Tax Period") during which the Effective Time occurs shall be apportioned between Seller and Buyer by multiplying the total amount of such Property Taxes by a fraction, the numerator of which is the number of days in the partial period through and including the Effective Time and the denominator of which is the total number of days in the Property Tax Period. The Partnership shall file or cause to be filed all required reports and returns incident to the Property Taxes and shall pay or cause to be paid to the taxing authorities all Property Taxes relating to the Property Tax Period during which the Effective Time occurs. If Seller is the owner of Reserves LLC Southeast on the Property Tax assessment date, then the Settlement Price shall be increased by the amount of Buyer's portion of Property Taxes owed as set forth above. If the Property Tax assessment date occurs after Closing, then the Settlement Price shall be reduced by the estimated amount of Seller's portion of Property Taxes owed as set forth above. The allocation and payment of ad valorem taxes shall be handled through adjustments to the Settlement Price.
Appears in 1 contract
Samples: Purchase Agreement (Eex Corp)