Common use of Payment of Proration Items Clause in Contracts

Payment of Proration Items. Within five (5) days prior to the Closing Date, the Sellers shall deliver to the Buyers their reasonable good faith estimate of a schedule of their prorations, including all estimated accrued liabilities (which shall set forth in reasonable detail the basis for those determinations) (the "Estimated Proration Schedule") based upon the proration as described in Section 5.1 above. The Purchase Price payable at Closing will be adjusted by the amount of the prorations allocable to the Sellers or the Buyers as set forth on the Estimated Proration Schedule.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc)

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Payment of Proration Items. Within five (5) days prior to the Closing Date, the Sellers shall deliver to the Buyers Buyer their reasonable good faith estimate of a schedule of their prorations, including all estimated accrued liabilities (which shall set forth in reasonable detail the basis for those determinations) (the "Estimated Proration Schedule") based upon the proration as described in Section 5.1 above. The Purchase Price payable at Closing will be adjusted by the amount of the prorations allocable to the Sellers or the Buyers Buyer as set forth on the Estimated Proration Schedule.

Appears in 1 contract

Samples: Asset Purchase Agreement (Citadel Broadcasting Co)

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Payment of Proration Items. Within five (5) days prior to the Closing Date, the Sellers shall deliver to the Buyers Buyer a schedule setting forth their reasonable good faith estimate estimates of a schedule of their prorationsall proration items, including all estimated accrued liabilities income and liabilities, and of the amounts described in Section 5.2 regarding Trade Agreements (which shall set forth in reasonable detail the basis for those determinationsincluding a then-current listing of all Trade Agreements) (the "Estimated Proration Schedule") ), based upon the proration as principles described in Section Sections 5.1 and 5.2 above. The Purchase Price payable at Closing will shall be adjusted by the amount of the prorations allocable to the Sellers or the Buyers as set forth on in accordance with the Estimated Proration Schedule.

Appears in 1 contract

Samples: Asset Purchase Agreement (Citadel Communications Corp)

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