PRORATION PAYMENT Sample Clauses

PRORATION PAYMENT. On the Effective Date Owner shall pay Manager an amount equal to the prorated portion of the revenue and expenses with respect to the Project for the month in which the Effective Date occurs, prorated based on the number of days, including the Effective Date, remaining in such month.
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PRORATION PAYMENT. (a) Within 15 days after the Closing, the Buyer shall prepare and deliver to the Sellers a statement (the "Statement") setting forth the prepaid leases and prepaid expenses (together, the "Prorated Assets"), the accounts payable, accrued liabilities and other current liabilities (together, the "Prorated Liabilities") of the Business as of the Closing and the capital expenditures made from the date hereof to the date of the Closing (and approved pursuant to the Joint Management Agreement) (the "Capital Expenditures"). The preparation of the Statement shall be, in all material respects, in accordance with GAAP. Following the date of the Closing, each of the Buyer and the Sellers shall give the other party and any independent auditors of such other party access at all reasonable times to the properties, books, records and personnel of the Business for purposes of preparing and reviewing the Statement. The Sellers shall have 15 days following delivery to the Sellers of the Statement during which to notify the Buyer of any dispute of any item contained in the Statement, which notice shall set forth in reasonable detail the basis for such dispute. If the Sellers fail to notify the Buyer of any such dispute within such 15-day period, the Statement shall be deemed to be the final Statement (the "Final Statement"). In the event that the Sellers shall so notify the Buyer of any dispute, the Buyer and the Sellers shall cooperate in good faith to resolve such dispute as promptly as possible.

Related to PRORATION PAYMENT

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Separation Payment Except with respect to the Accrued Benefits as defined in the Employment Agreement, if you sign this Agreement, agreeing to be bound by the General Release in Paragraph 3 below and the other terms and conditions of this Agreement described below, and comply with the requirements of this Paragraph 2 (other than the Accrued Benefits), you will receive the compensation and benefits as contemplated by the Employment Agreement. You will not be eligible for the payment and benefits described in this Paragraph 2 unless: (i) you sign this Agreement no later than twenty-one (21) days after you receive it, promptly return the Agreement to the Company after you sign it, and do not timely revoke it; and (ii) you have returned all Company property and documents in accordance with Paragraph 15 below.

  • Termination Payment The final payment delivered to the Certificateholders on the Termination Date pursuant to the procedures set forth in Section 9.01(b).

  • Retention Payment If Employee remains employed by Company or its subsidiaries on the first anniversary of the Closing Date, then Company shall pay to Employee in a lump sum within five (5) business days thereafter, an amount equal to $460,000 (the “Retention Payment”).

  • Payments of Post-Closing Adjustment Except as otherwise provided herein, any payment of the Post-Closing Adjustment, together with interest calculated as set forth below, shall (A) be due (x) within five (5) Business Days of acceptance of the applicable Closing Working Capital Statement or (y) if there are Disputed Amounts, then within five (5) Business Days of the resolution described in clause (v) above; and (B) be paid by wire transfer of immediately available funds to such account(s) as is directed by Buyer or Sellers, as the case may be.

  • Down Payment The Mortgagor has contributed at least 5% of the purchase price for the Mortgaged Property with his/her own funds.

  • Non-Payment The Borrower or any other Loan Party fails to pay (i) when and as required to be paid herein, any amount of principal of any Loan or any L/C Obligation, or (ii) within three days after the same becomes due, any interest on any Loan or on any L/C Obligation, or any fee due hereunder, or (iii) within five days after the same becomes due, any other amount payable hereunder or under any other Loan Document; or

  • Closing Payment The Purchase Price, as adjusted by the application of the Deposit and by the prorations and credits specified herein, shall be paid, by wire transfer of immediately available federal funds (through the escrow described in Section 5 below), as and when provided in Section 5.2.2 below and in the “Escrow Agreement” (as hereinafter defined). The amount to be paid under this Section 3.2 is referred to herein as the “Closing Payment.”

  • Termination Payments In the event of termination of the Executive’s employment during the Employment Period, all compensation and benefits set forth in this Agreement shall terminate except as specifically provided in this Section 8.

  • Closing Payments At the Closing, Parent shall pay or cause to be paid the following amounts by wire transfers of immediately available funds:

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