PRORATED EXPENSES. Taxes, rents, insurance premiums and interest shall be prorated as of the date of delivery of possession. The cash payment shall be increased or decreased as may be required by the proration of said items.
PRORATED EXPENSES. Sellers shall be responsible for all Prorated Expenses (defined below) incurred in the operation of the Company Owned Stores prior to the Closing Date (the “Sellers’ Prorated Responsibilities”). Purchaser shall be responsible for all Prorated Expenses incurred in the operation of the Company Owned Stores on the Closing Date and thereafter (the “Purchaser’s Prorated Responsibilities”). “Prorated Expenses” shall mean all charges and fees customarily prorated and adjusted in similar transactions which shall be prorated by and between Sellers and Purchaser on a per diem basis as of the Closing Date, including, without limitation, rents of any kind (including additional rent), real property ad valorem taxes, utilities, payroll taxes and assessments, and telephone charges. On or before the ninetieth (90th) day following the Closing Date (the “Post Closing Reconciliation Date”), Sellers and Purchaser shall cooperate to determine the amount of the Sellers’ Prorated Responsibilities that have been paid by Purchaser and the amount of the Purchaser’s Prorated Responsibilities that have been paid by Sellers (and shall provide documentation sufficient to demonstrate such payment). If Sellers and Purchaser determine that the amount of (i) the Sellers’ Prorated Responsibilities that have been paid by the Purchaser is greater than (ii) the amount of the Purchaser’s Prorated Responsibilities that have been paid by Sellers, then the Sellers shall pay to the Purchaser such difference within sixty (60) Business Days of the Post-Closing Reconciliation Date. If Seller and Purchaser determine that the amount of (i) the Purchaser’s Prorated Responsibilities that have been paid by Sellers is greater than (ii) the amount of the Sellers’ Prorated Responsibilities paid by Purchaser, then Purchaser shall pay to Sellers such difference within sixty (60) Business Days of the Post-Closing Reconciliation Date.
PRORATED EXPENSES. All real estate, personal property and ad valorem taxes and all utility expenses relating to the Seacraft/Silver King Assets shall be prorated, with Tracker responsible for the period prior to the Closing Date and Mako responsible for the period from and after the Closing Date. [THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK]
PRORATED EXPENSES. At the Closing, the following expenses and adjustments shall be borne by the Seller or the Buyer as follows:
PRORATED EXPENSES. 28 (ii) LIST OF EXHIBITS EXHIBIT NO. DESCRIPTION A AntiDilution Option Agreement B Assigned Contracts C Catalog Rights Agreement D Punta Gorda Facility Ground Lease E Seacraft/Silver King Assets -- furniture, machinery, equipment, etc. F Seacraft/Silver King Assets -- trailers, trucks and automobiles G Seacraft/Silver King Assets -- registrations and applications of Marks
PRORATED EXPENSES. Subject to the terms and conditions contained in this Agreement, any utilities, rents, taxes, and other similar expenses with respect to the Property will be prorated between Seller and Buyer as of the Closing Date. The proration will be made at the Closing to the extent possible. The proration of any remaining expenses will be made as soon as practicable after the Closing Date.
PRORATED EXPENSES. Any Operating Expenses attributable to a period which falls only partially within the Term shall be prorated between Landlord and Tenant so that Tenant shall pay only that proportion thereof attributable to the period that falls within the Term.
PRORATED EXPENSES. All ad valorem and property taxes, and similar assessments by Governmental Authorities based upon or measured by Seller's interest in the Purchased Assets shall be prorated between Seller and Purchaser as of the Closing Date based upon such taxes assessed against the Purchased Assets for the tax period in question, or if there is insufficient information for such tax period, based upon taxes assessed for the immediately preceding tax period just ended. All utility deposits, other Prepaid Expenses listed on Schedule 2.1.10 and amounts relating to any material Contract listed on Schedule 2.1.3 shall be prorated between Seller and Purchaser as of the Closing Date based upon or measured by the period of Seller's ownership on or before the Closing Date and Purchaser's ownership after the Closing Date. All such amounts will be prorated on the basis of a 365-day year. To the extent practicable, all such prorations and payments shall be made at the Closing. In the event that Closing occurs on a day other than a payroll day, with respect to the Employees, Seller shall reimburse Purchaser at Closing for pay attributable to the period prior to Closing which will be paid by Purchaser post-Closing. To the extent exact amounts of any item are not known on the Closing Date, the Parties agree to cooperate and use their diligent and good faith efforts to make any such post closing adjustments within 30 days after Closing or as soon thereafter as practicable.
PRORATED EXPENSES. All obligations to satisfy the obligations associated with the prorated expenses listed on Schedule 3.1(D).
PRORATED EXPENSES
