Proration of Other Taxes. For purposes of this Agreement, (A) any Other Taxes that are calculated or assessed on the basis of a time period, including all Property Taxes, shall be treated as accruing on a daily pro rata basis during the time period to which they relate, and (B) any Other Taxes that neither are described in (A) nor are Transaction Taxes shall be treated as accruing according to a fair and equitable proration method that considers, among other things, the basis upon which such Taxes are assessed, provided that if the Tower Operator and applicable Verizon Group Member fail to reach agreement on such a fair and equitable proration after good faith negotiation, they shall submit such disagreement to mutually agreeable nationally recognized independent accounting firm and shall instruct such accounting firm to provide a written determination of its resolution of such disagreement (including reasonable detail as to its basis therefor) within forty-five (45) days after submission to such accounting firm, which resolution shall be binding on Tower Operator and such Verizon Group Member, with the fees of such accounting firm borne equally by Tower Operator and such Verizon Group Member, and provided further that the pendency of any such disagreement shall not delay the filing of any Tax Return or the timely payment of the Tax due as reported on such Tax Return.
Proration of Other Taxes. For purposes of Section 2, in the case of any Straddle Period, Taxes that are not susceptible to apportionment in the manner described in Section 3.01 (e.g., real and personal property taxes) shall be apportioned between Pre-Distribution Periods and Post-Distribution Periods on a pro rata basis based on the number of days in the relevant Tax Period.
