Common use of Property Tax Adjustments Clause in Contracts

Property Tax Adjustments. As applicable, all city and county real and personal property taxes and other such charges (“Property Taxes”) constituting a lien or encumbrance on any of the Assets being conveyed to Buyer at Closing under this Agreement shall be adjusted on the basis of the fiscal year (regardless of the date of assessment) of the state, county, city or town in which any respective Assets are situated (the “Fiscal Year”). Property Taxes that relate to the Fiscal Year in which the Closing occurs shall be prorated between the Seller and Buyer, with Seller being responsible for the portion of such Fiscal Year before the Closing Date and Buyer being responsible for the portion of such Fiscal Year on and after the Closing Date. Property Taxes that relate to a Fiscal Year commencing after the Closing shall be the responsibility of the Buyer. All installments of Property Taxes having a due date before the Closing Date shall be paid by the Seller before the Closing Date and Buyer shall pay all installments of Property Taxes having a due date on or after the Closing Date. If the amount of any Property Taxes is not fixed and determined as of the Closing, the foregoing Closing adjustment shall be based on the amount thereof as reasonably estimated at Closing. Responsibility for Property Taxes on the Properties other than Store #29 and the Leasehold Properties after the Closing under this Agreement shall be as set forth in the Master Sublease and Purchase Agreements.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Lehigh Gas Partners LP)

AutoNDA by SimpleDocs

Property Tax Adjustments. As applicable, all city and county real and estate taxes, ad valorem personal property taxes and inventory taxes, fire district taxes, and other such charges (“Property Taxes”) constituting a lien or encumbrance on any of the Assets, including special or betterment assessments against any of the Assets being conveyed to Buyer at Closing under this Agreement which are payable in installments over more than one year (collectively “Property Taxes”), shall be adjusted on the basis of the fiscal year (regardless of the date of assessment) of the state, county, city or town in which any respective Assets are situated (the “Fiscal Year”). All unpaid Property Taxes that relate to Fiscal Years ending on or before the Closing Date shall be the responsibility of Sellers. Property Taxes that relate to the Fiscal Year in which the Closing occurs shall be prorated between the Seller Sellers and BuyerPurchaser, with Seller Sellers being responsible for the portion of such Fiscal Year before up to and including the Closing Date and Buyer Purchaser being responsible for the portion of such Fiscal Year on and after the Closing Date. Property Taxes that relate to a Fiscal Year commencing after the Closing Date shall be the responsibility of the BuyerPurchaser. All installments of Property Taxes having a due date on or before the Closing Date shall be paid by the Seller Company on or before the Closing Date Date, and Buyer Purchaser shall pay all installments of Property Taxes having a due date on or after the Closing Date. At the Closing, the net amount of all Property Tax adjustments computed according to this Section, based upon which Party is responsible for such Property Taxes and which Party is to pay such Property Taxes, shall be added to or deducted from the Current Assets or Current Liabilities, as the case may be. If the amount of any Property Taxes is not fixed and determined as of the Closing, the foregoing Closing adjustment shall be based on the amount thereof as reasonably estimated at Closing. Responsibility for Property Taxes on The foregoing adjustment will be calculated as part of the Properties other than Store #29 and the Leasehold Properties after the Closing under this Agreement shall be as set forth in the Master Sublease and Purchase Agreementsadjustment contemplated by Section 2.2.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lehigh Gas Partners LP), Stock Purchase Agreement

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.