Common use of Proration of Certain Expenses Clause in Contracts

Proration of Certain Expenses. Subject to Section 2.4(c) and Section 10.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases and any other leases constituting part of the Purchased Assets shall be prorated between the Company, on the one hand, and Purchaser, on the other hand, as of the Closing Date. The Company shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases or any such other leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases or any such other leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company for the Company’s share of such expenses and the Company shall pay the full amount of any invoices received by it and Purchaser shall reimburse the Company for Purchaser’s share of such expenses.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Western Iowa Energy, L.L.C.), Asset Purchase Agreement (Central Iowa Energy, LLC), Asset Purchase Agreement (Western Iowa Energy, L.L.C.)

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Proration of Certain Expenses. Subject to Section 2.4(c2.4(d) and Section 10.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases and any other leases constituting part of the Purchased Assets shall be prorated between the Company, on the one hand, and Purchaser, on the other hand, as of the Closing Date. The Company shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases or any such other leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases or any such other leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company for the Company’s share of such expenses and the Company shall pay the full amount of any invoices received by it and Purchaser shall reimburse the Company for Purchaser’s share of such expenses.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Western Iowa Energy, L.L.C.), Asset Purchase Agreement (Central Iowa Energy, LLC)

Proration of Certain Expenses. Subject to Section 2.4(c) and Except as otherwise provided in Section 10.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases New York Lease and any other tangible personal property leases constituting part of the Purchased Assets shall be prorated between the CompanySeller, on the one hand, and Purchaser, on the other hand, as of the Closing Date. The Company Seller shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases New York Lease or any such other tangible personal property leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases New York Lease or any such other tangible personal property leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company Seller for the CompanySeller’s share of such expenses and the Company Seller shall pay the full amount of any invoices received by it the Seller and Purchaser shall reimburse the Company Seller for Purchaser’s share of such expenses.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lighting Science Group Corp)

Proration of Certain Expenses. Subject to Section 2.4(c2.3(d) and Section 10.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases and any other leases constituting part of the Purchased Assets shall be prorated between the Company, on the one hand, and Purchaser, on the other hand, as of the Closing Date. The Company shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases or any such other leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases or any such other leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company for the Company’s share of such expenses and the Company shall pay the full amount of any invoices received by it and Purchaser shall reimburse the Company for Purchaser’s share of such expenses.

Appears in 1 contract

Samples: Asset Purchase Agreement (Soy Energy, LLC)

Proration of Certain Expenses. Subject to Section 2.4(c) and Section 10.2 11.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases and any other leases constituting part of the Purchased Assets shall be prorated and settled between the Company, on the one hand, and Purchaser, on the other hand, at and as of the Closing Date. The Company shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases or any such other leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases or any such other leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company for the Company’s 's share of such expenses and the Company shall pay the full amount of any invoices received by it and Purchaser shall reimburse the Company for Purchaser’s 's share of such expenses.

Appears in 1 contract

Samples: Asset Purchase Agreement (Soy Energy, LLC)

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Proration of Certain Expenses. Subject to Section 2.4(c2.4(d) and Section 10.2 11.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases and any other leases constituting part of the Purchased Assets shall be prorated between the CompanySeller, on the one hand, and Purchaser, on the other hand, as of the Closing Date. The Company Seller shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases or any such other leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases or any such other leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company Seller for the Company’s Seller's share of such expenses and the Company Seller shall pay the full amount of any invoices received by it and Purchaser shall reimburse the Company Seller for Purchaser’s 's share of such expenses.

Appears in 1 contract

Samples: Asset Purchase Agreement (Darling International Inc)

Proration of Certain Expenses. Subject to Section 2.4(c) and Section 10.2 11.2 with respect to Taxes, all expenses and other payments in respect of the Owned Property and all rents and other payments (including any prepaid amounts) due under the Real Property Leases and any other leases constituting part of the Purchased Assets shall be prorated between the CompanySeller, on the one hand, and Purchaser, on the other hand, as of the Closing Date. The Company Seller shall be responsible for all rents (including any percentage rent, additional rent and any accrued tax and operating expense reimbursements and escalations), charges and other payments of any kind accruing during any period under the Real Property Leases or any such other leases up to and including the Closing Date. Purchaser shall be responsible for all such rents, charges and other payments accruing during any period under the Real Property Leases or any such other leases after the Closing Date. Purchaser shall pay the full amount of any invoices received by it and shall submit a request for reimbursement to the Company Seller for the CompanySeller’s share of such expenses and the Company Seller shall pay the full amount of any invoices received by it and Purchaser shall reimburse the Company Seller for Purchaser’s share of such expenses.

Appears in 1 contract

Samples: Asset Purchase Agreement (DXP Enterprises Inc)

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