Common use of Prorating of Expenses Clause in Contracts

Prorating of Expenses. Except as provided in the MPL and the MLAs, as of the Initial Closing Date, for purposes of determining Pre-Closing Liabilities and Post-Closing Liabilities, prorations of receivables, payables, expenses, and revenue relating to the use, occupancy and operation of the Included Property of the Sites shall be made on an accrual basis in accordance with GAAP, with the Verizon Contributors or the Verizon Lessors being obligated to make any payments in respect of payables and expenses (including ground rent payments under Ground Leases), and being entitled to retain any receivables and revenue (including collocation revenue under Collocation Agreements and prepaid rent), in respect of events, and for periods and portions thereof ending on or prior to the Initial Closing Date, and the Tower Operator or the Sale Site Subsidiaries, as applicable, being obligated to make any payments in respect of payables and expenses (including ground rent payments under Ground Leases), and being entitled to receive any receivables and revenue (including collocation revenue under Collocation Agreements and prepaid rent), in respect of events, and for periods and portions thereof beginning subsequent to the Initial Closing Date. The Parties shall work in good faith to determine and finalize any amounts due under this Section 2.8 prior to the Initial Closing Date. The net amount of the prorations set forth in this Section 2.8 shall be credited to (or debited from) the Consideration payable by Acquiror at the Initial Closing; provided, that to the extent any such prorations are not finalized by the Initial Closing, the Parties shall work in good faith to finalize as promptly as practicable, but in no event later than 60 days after the Initial Closing. For purposes of this Section 2.8, Property Taxes that are either Pre-Closing Liabilities or Post-Closing Liabilities shall be determined in accordance with the principles outlined in Section 2.10(c)(vii), it being understood that Property Taxes that the Tower Operator Property Tax Charge are in lieu of shall not be taken into account in the net amount of the prorations set forth in this Section 2.8 that shall be credited to (or debited from) the Consideration payable by Acquiror at the Initial Closing.

Prorating of Expenses. Except as otherwise provided in the MPL and the MLAs, as of the Initial Closing Date, for purposes of determining Pre-Closing Liabilities and Post-Closing Liabilities, prorations of receivables, payables, expenses, revenue and revenue property or ad valorem Taxes relating to the use, occupancy and operation of the Included Property of the Sites shall be made on an accrual basis in accordance with GAAPbasis, with the Verizon AT&T Contributors or the Verizon Lessors being obligated to make any payments in respect of payables and expenses (including ground rent payments under Ground Leases), and being entitled to retain any receivables and revenue (including collocation revenue under Collocation Agreements and prepaid rent), in respect of events, events and for periods and portions thereof ending on or prior to the Initial Closing Date, and the Tower Operator or the Sale Site Subsidiaries, as applicable, being obligated to make any payments in respect of payables and expenses (including ground rent payments under Ground Leases, except as set forth in the following proviso), and being entitled to receive any receivables and revenue (including collocation revenue under Collocation Agreements and prepaid rent), in respect of events, events and for periods and portions thereof beginning on and subsequent to the Initial Closing Date; provided, however, that (a) the AT&T Contributors shall not be entitled to any reimbursement, credit or payment for or any prorated benefit from, and the Tower Operator and the Sale Site Subsidiaries, as applicable, shall be entitled to retain and benefit from, any prepayments of ground rent under Ground Leases and (b) the Tower Operator and the Sale Site Subsidiaries shall not be entitled to any credit or payment for or any prorated benefit from, and the AT&T Contributors shall be entitled to retain any benefit from, any prepayment of rent under Collocation Agreements, in each case of (a) and (b), where such prepayments, when made, were on account of periods of 12 months or more (including, for the avoidance of doubt, with respect to periods and portions thereof on and subsequent to the Initial Closing Date). The Parties shall work in good faith to determine and finalize any amounts due under this Section 2.8 prior to the Initial Closing Date. The net amount of the prorations set forth in this Section 2.8 shall be credited to (or debited from) the Consideration payable by Acquiror at the Initial Closing; provided, that to the extent any such prorations are not finalized by the Initial Closing, the Parties shall work in good faith to finalize as promptly as practicable, but in no event later than 60 days after the Initial Closing. For purposes of this Section 2.8, Property Taxes that are either Pre-Closing Liabilities or Post-Closing Liabilities shall be determined accrued in accordance with the principles outlined in Section 2.10(c)(vii11.1(a)(iii), it being understood that Property Taxes that the Tower Operator Property Tax Charge are in lieu of shall not be taken into account in the net amount of the prorations set forth in this Section 2.8 that shall be credited to (or debited from) the Consideration payable by Acquiror at the Initial Closing.

Prorating of Expenses. Except as otherwise provided in the MPL and the MLAs, as of the Initial Applicable Closing Date, for purposes of determining Pre-Closing Liabilities and Post-Closing Liabilities, prorations of receivables, payables, expenses, revenue and revenue property or ad valorem Taxes relating to the use, occupancy and operation of the Included Property of the Sites shall be made on an accrual basis in accordance with GAAPbasis, with the Verizon T-Mobile Contributors or the Verizon Lessors being obligated to make any payments in respect of payables and expenses (including ground rent payments under Ground Leases), and being entitled to retain any receivables and revenue (including collocation revenue under Collocation Agreements and prepaid rent), in respect of events, events and for periods and portions thereof ending on or prior to the Initial Applicable Closing Date, and the Tower Operator or the Sale Site Subsidiaries, as applicable, being obligated to make any payments in respect of payables and expenses (including ground rent payments under Ground Leases), and being entitled to receive any receivables and revenue (including collocation revenue under Collocation Agreements and prepaid rent), in respect of events, events and for periods and portions thereof beginning on and subsequent to the Initial Applicable Closing Date. The Parties shall work in use good faith efforts to determine and finalize any amounts due under this Section 2.8 2.9 prior to the Initial Applicable Closing Date. The net amount of the prorations set forth in this Section 2.8 2.9 shall be credited to (or debited from) the Closing Total Consideration or the Subsequent Closing Total CA/NV Consideration payable by Acquiror Crown at the Initial Closing; provided, that to the extent any such prorations are not finalized by the Initial Closing, the Parties shall work in good faith to finalize as promptly as practicable, but in no event later than 60 days after the Initial Applicable Closing. For purposes of this Section 2.82.9, Property Taxes that are either Pre-Closing Liabilities or Post-Closing Liabilities shall be determined accrued in accordance with the principles outlined in Section 2.10(c)(vii12.1(a)(iii), it being understood that Property Taxes that the Tower Operator Property Tax Charge are in lieu of shall not be taken into account in the net amount of the prorations set forth in this Section 2.8 that shall be credited to (or debited from) the Consideration payable by Acquiror at the Initial Closing.. SECTION 2.10