Common use of Preclosing Expenses and Liabilities Clause in Contracts

Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property prior to the Closing will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 days or such other agreed upon period of time following Closing (the "Post-Closing Adjustment Period"). Upon receipt by BNP after Closing of an invoice for the Property's operating expenses which are attributable in whole or in part to a period prior to the Closing and which were not apportioned at Closing, BNP shall submit to Xxxxxx X. Xxxxxxx, Xx., as agent for the Contributors ("Contributors' Representative"), a copy of such invoice with such additional supporting information as Contributors' Representative shall reasonably request. Within 10 days of receipt of such copy, each of the Contributors shall pay to BNP their pro rata share of an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing apportioned on a per diem basis.

Appears in 3 contracts

Samples: Exchange Agreement (BNP Residential Properties Inc), Exchange Agreement (BNP Residential Properties Inc), Exchange Agreement (BNP Residential Properties Inc)

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Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property Properties prior to the Closing will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 sixty days or such other agreed upon period of time following Closing (the "Post-Closing Adjustment Period"). Upon receipt by BNP Highwoods after Closing of an invoice for the a Property's operating expenses which are attributable in whole or in part to a period prior to the Closing and which were not apportioned (or, if apportioned, not correctly apportioned) at Closing, BNP Highwoods shall submit to Xxxxxx X. Xxxxxxx, Xx.Xxxxxxxx, as agent for the Contributors ("Contributors' Representative")Xxxxxxxx Partners, a copy of such invoice with such additional supporting information as Contributors' Representative Xxxxxxxx shall reasonably request. Within 10 ten (10) days of receipt of such copy, each of the Contributors Xxxxxxxx shall pay to BNP their pro rata share of Highwoods an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing apportioned on a per diem basis.

Appears in 1 contract

Samples: Master Agreement of Merger and Acquisition (Highwoods Forsyth L P)

Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property Properties prior to the Adjustment Closing Date will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 90 days or such other agreed upon period of time following Adjustment Closing Date (the "Post-Closing Adjustment Period"). Upon receipt by BNP the Operating Partnership after Closing of an invoice for the a Property's operating expenses which are attributable in whole or in part to a period prior to the Adjustment Closing Date and which were not apportioned at Closing, BNP the Operating Partnership shall submit to Xxxxxx X. Xxxxxxx, Xx., as agent for the Contributors ("Contributors' Representative"), a copy of such invoice with such additional supporting information as Contributors' Representative Contributors shall reasonably request. Within 10 days of receipt of such copy, each of the Contributors shall pay to BNP the Operating Partnership their pro rata share of an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Adjustment Closing Date apportioned on a per diem basis.

Appears in 1 contract

Samples: Master Agreement (Fac Realty Trust Inc)

Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property prior to the Closing will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 days or such other agreed upon period of time following Closing (the "Post-Closing Adjustment Period"). Upon receipt by BNP after Closing of an invoice for the Property's operating expenses which are attributable in whole or in part to a period prior to the Closing and which were not apportioned at Closing, BNP shall submit to Xxxxxx X. Xxxxxxx, Xx., as agent for the Contributors Contributor ("Contributors' Contributor's Representative"), a copy of such invoice with such additional supporting information as Contributors' Contributor's Representative shall reasonably request. Within 10 days of receipt of such copy, each of the Contributors Contributor shall pay to BNP their pro rata share of an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing apportioned on a per diem basis.

Appears in 1 contract

Samples: Exchange Agreement (BNP Residential Properties Inc)

Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property Properties prior to the Closing Date will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 90 days or such other agreed upon period of time following Closing Date (the "Post-Closing Adjustment Period"). Upon receipt by BNP the Operating Partnership after Closing of an invoice for the a Property's operating expenses which are attributable in whole or in part to a period prior to the Closing Date and which were not apportioned at Closing, BNP the Operating Partnership shall submit to Xxxxxx X. Xxxxxxx, Xx., as agent for the applicable Contributors ("Contributors' Representative"), a copy of such invoice with such additional supporting information as Contributors' Representative Contributors shall reasonably request. Within 10 days of after receipt of such copy, each of the applicable Contributors shall pay to BNP the Operating Partnership their pro rata share of an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing Date apportioned on a per diem basis.

Appears in 1 contract

Samples: Master Agreement (Fac Realty Trust Inc)

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Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property Properties prior to the Closing Apportionment Date will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 90 days or such other agreed upon period of time following the Closing (the "Post-Closing Adjustment Period"). Upon receipt by BNP the Operating Partnership after Closing of an invoice for the a Property's operating expenses which are attributable in whole or in part to a period prior to the Closing Apportionment Date and which were not apportioned at Closing, BNP the Operating Partnership shall submit to Xxxxxx X. Xxxxxxx, Xx., as agent for the applicable Contributors ("Contributors' Representative"), a copy of such invoice with such additional supporting information as Contributors' Representative Contributors shall reasonably request. Within 10 days of after receipt of such copy, each of the applicable Contributors shall pay to BNP the Operating Partnership their pro rata share of an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing Apportionment Date apportioned on a per diem basis.

Appears in 1 contract

Samples: Master Agreement (Konover Property Trust Inc)

Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property Properties prior to the Closing will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 sixty days or such other agreed upon period of time following Closing (the "Post-Closing Adjustment Period"). Upon receipt by BNP Highwoods after Closing of an invoice for the a Property's operating expenses which are attributable in whole or in part to a period prior to the Closing and which were not apportioned (or, if apportioned, not correctly apportioned) at Closing, BNP Highwoods shall submit to Xxxxxx X. Xxxxxxx, Xx., as agent for the Contributors ("Contributors' Representative"), ACP Shareholders a copy of such invoice with such additional supporting information as Contributors' Representative the ACP Shareholders shall reasonably request. Within 10 ten (10) days of receipt of such copy, each of the Contributors ACP Shareholders shall pay to BNP their pro rata share of Highwoods an amount equal to the portion of such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing apportioned on a per diem basis.

Appears in 1 contract

Samples: Master Agreement of Merger and Acquisition (Highwoods Properties Inc)

Preclosing Expenses and Liabilities. The parties acknowledge that not all invoices for expenses incurred with respect to the Property Properties prior to the Closing will be received by the Closing and that a mechanism needs to be in place so that such invoices can be paid as received. All of the prorations referred to above will be done on an interim basis at the Closing and will be subject to final adjustment in accordance with the provisions hereof within 60 days or such other agreed upon period of time following Closing (the "Post-Post- Closing Adjustment Period"). Upon receipt by BNP Boddie-Noell after Closing of an invoice for the a Property's operating expenses xxxxxxxxx xxpenses which are attributable in whole or in part to a period prior to the Closing and which were not apportioned at Closing, BNP Boddie-Noell shall submit to Xxxxxx X. XxxxxxxCB Development Company, Xx.Inc., as agent for the Contributors ("Contributors' Contributor's Representative"), a copy of such invoice with such additional supporting information as Contributors' Contributor's Representative shall reasonably request. Within 10 days of receipt of such copy, each of the Contributors shall pay to BNP Boddie-Noell their pro rata share of an amount equal to the portion of thx xxxxxxx xx such invoice attributable to the period ending as of midnight on the date immediately preceding the Closing apportioned on a per diem basis.

Appears in 1 contract

Samples: Master Agreement of Merger and Acquisition (Boddie Noell Properties Inc)

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