Prorations and Adjustments at Closing. All of the Company’s rents, taxes, and operating expenses (if any) shall be prorated between Seller and Purchaser as of the Closing Date or shall otherwise be paid current through the Closing Date, to the same extent as if for a purchase and sale of the assets of the Company.
Prorations and Adjustments at Closing. Ad Valorem and similar taxes assessed against the Land shall be prorated between seller and Purchaser at the time of Closing on the basis of a 365 day year. Prorations shall be based upon current year's taxes and assessments, if available, or upon figures for the last preceding year, in which event Purchaser and Seller shall readjust the prorations when the current year's taxes and assessments become available. Any special assessments applicable to the Land including, but not limited to, "rollback" or other similar assessments or taxes which apply on a change in use of the Land, if any, whether payable in a lump sum, in installments or otherwise, shall be paid by Seller. The foregoing obligations shall survive the Closing.
Prorations and Adjustments at Closing. (a) All real estate taxes (including assessments and other items shown on the Title Insurance Commitment), Indian Trace Development District taxes and assessments (which are assessed in advance based upon a fiscal year beginning October 1st and ending September 30th), Town Foundation assessments, personal property taxes, rents, equipment leases, membership dues (which are based upon a fiscal year beginning October 1st and ending September 30th) and bag storage, locker fees, dues, prepaid fees or charges (but not initiation fees) and items of income and expense that are attributable both to periods prior to and after Closing, to the extent of available information, will be prorated through the day of Closing (by reference to the period for which such amounts are calculated and charged), and cash due at Closing will be increased or decreased as may be required thereby. Taxes will be prorated based on the current year's tax with due allowance made for the maximum allowable discount and any other applicable exemptions. If Closing occurs on a date when the current year's millage is not fixed and the current year's assessment is available, taxes will be prorated based upon such assessment and the prior year's millage. If the current assessment is not available, then taxes will be prorated on the prior year's tax based upon the maximum allowable discount. Any tax proration based on an estimate may at the request of either Purchaser or Sellers be subsequently readjusted within thirty (30) days of receipt of the tax xxxx and a statement to that effect will be set forth in the closing statement (this sentence shall survive the Closing). Certified, confirmed and ratified governmental special assessment liens as of the Closing Date are to be paid by the Sellers. All other pending assessments (not certified) by governmental authorities set forth on the Title Commitment, if any, are to be paid by Purchaser. All other assessments shall be prorated as of the Closing Date. If the Improvements for which such liens have been placed upon the Property have been substantially completed as of the Closing Date, such pending liens will be considered as certified, confirmed or ratified and Sellers will, at Closing, be charged an amount equal to the last estimate of the assessment for the Improvements by the public body. Purchaser will receive a credit at Closing for tournaments, banquet and special events deposits received by Sellers prior to Closing but which pertain to tournament...
Prorations and Adjustments at Closing. Ad Velorem and similar taxes assessed against the Land shall be prorated between Seller and Purchaser at the time of Closing on the basis of a 365 day year. Prorations shall be based upon current year's taxes and assessments, if available, or upon figures for the last preceding year, in which event Purchaser and Seller shall readjust the prorations when the current year's taxes and assessments become available. Any special assessments applicable to the Land including, but not limited to, "rollback" or other similar assessments or taxes which apply on a change in use of the Land, if any, whether payable in a lump sum, in installments or otherwise, shall be paid by Seller. The foregoing obligations shall survive the Closing.
Prorations and Adjustments at Closing. Rent and interest due from Astria for the calendar month in which the Closing Date occurs shall be prorated between Seller and Purchaser as of the Closing Date. Purchaser agrees that all amounts due for taxes, utilities and other similar assessments prior to the Closing Date will be the obligations of the Purchaser.
Prorations and Adjustments at Closing. (a) The personal property taxes, if any, based on the most recent value and levy in effect on the Closing Date with respect to the Business Assets shall be prorated to the Closing Date.
(b) All tax prorations shall be final.
(c) Bank shall pay all sales taxes payable to local and state jurisdictions that may arise as a result of the sale of the Business Assets.
Prorations and Adjustments at Closing. The following items shall be credited, debited, or otherwise adjusted as of the Closing Date between Seller and Buyer, and the resulting calculation shall be an adjustment to the cash portion of the Purchase Price payable at the Closing and, where appropriate, such adjustments shall be made on the basis of a year of twelve (12) months, thirty (30) days to the month, Seller to have the last day, unless otherwise provided:
(a) All transfer taxes and the cost of title insurance premiums for standard coverage under the Title Policy shall be paid by Seller;
(b) Any escrow, recording fees, and the cost of any title policy endorsements and/or title insurance premiums for extended coverage under the Title Policy shall be paid by Buyer;
(c) General personal property and ad valorem taxes and assessments, reclamation district fees, bonds, assessments, and any improvement or other bonds encumbering the Property, for the current tax year for the Property, shall be prorated as of the Closing Date; 19849937
(d) Any accounts payable shall be prorated as of the Closing Date; and
(e) Utility charges, if any, and such other items that are customarily prorated in transactions of this nature, shall be prorated as of the Closing Date.
Prorations and Adjustments at Closing. (a) All revenues and all expenses arising from the Assets shall be allocated between Buyer and Seller in accordance with generally accepted accounting principles, consistently applied, and to effect the principle that Seller shall receive all revenues and shall be responsible for all expenses, costs and liabilities related to the period prior the Effective Time, or arising out of events related to Seller's ownership of the Assets or Seller's operation of the Stations prior the Effective Time, and Buyer shall receive all revenues and shall be responsible for all expenses, costs and obligations related to the period on and after the Effective Time and arising out of events related to Buyer's ownership of the Assets or Buyer's operation of the Stations on or after the Effective Time.
(b) Notwithstanding anything else in this Section 2.5 to the contrary, there shall be no prorations or adjustment pursuant to Section 2.5(a) for, and Seller shall remain solely liable with respect to, the Excluded Assets and Retained Liabilities.
Prorations and Adjustments at Closing. With respect to the Property, the following items shall be prorated and adjusted on a calendar year basis between the parties or paid at Closing:
(a) Real property ad valorem taxes on the Property due for the year in which the Closing occurs shall be prorated on a calendar year basis to the date of Closing (with Buyer to be responsible for such items for the Closing Date); and
(b) Ad valorem taxes, if any, on personal property related to the operation and maintenance of the Building shall be prorated on a calendar year basis to the date of Closing (with Buyer to be responsible for such items for the Closing Date);
Prorations and Adjustments at Closing. 4 2.5 ADJUSTMENT................................................ 5 2.6
