Real Estate and Property Taxes. Upon (i) the written request of Owner and (ii) the provision of sufficient funds and the necessary documentation, and unless otherwise required by Owner’s lender, all real estate and ad valorem property taxes, assessments and similar charges on or relating to the Hotel during the Term of this Agreement shall be paid by Manager before any fine, penalty or interest is added thereto or lien placed upon the Hotel or this Agreement, unless payment thereof is, in good faith, being contested and enforcement thereof is stayed. Manager shall, within the earlier of thirty (30) days of payment or ten (10) days following written demand by Owner, furnish Owner with copies of official tax bills, assessments and evidence of payment or contest thereof. Owner, or Manager at direction of Owner, at Owner’s expense, may contract with a tax consultant firm to review assessments and tax bills, file personal property tax returns as necessary, make recommendations regarding appeals, and to manage the appeals process.
Real Estate and Property Taxes. Seller shall pay all real estate and personal property taxes, business charges and special assessments attributable to the Property through, but not including, the Closing Date. If the tax rate, assessment and/or assessed value for any of the foregoing items has not been set for the tax period in which the Closing occurs, then the proration of such items shall be based upon the rate, assessment and/or assessed value for the immediately preceding tax period and such proration shall be adjusted in cash between Seller and Purchaser promptly upon presentation of written evidence that the actual amount paid for the tax period in which the Closing occurs differs from the amounts used in the calculation of the proration of such amounts in accordance with the provisions of Section 3.2.10; provided, however, that any such adjustment shall be made by the later to occur of (a) six (6) months after the Closing Date, or (b) or sixty (60) days after Purchaser receives written notice of the tax rate, assessment or assessed value, as applicable.
Real Estate and Property Taxes. All real estate and ad valorem property taxes, assessments and similar charges on or relating to the Hotel during the term of this Agreement shall be paid by Owner, or Property Owner before any fine, penalty or interest is added thereto or lien placed upon the Hotel or this Agreement, unless payment thereof is, in good faith, being contested and enforcement thereof is stayed. Manager’s responsibilities specifically exclude the preparation, filing or contesting of these taxes. Section 14.2
Real Estate and Property Taxes. Manager shall monitor, review and keep Owner advised with respect to real estate and property tax assessments relating to the Property and, subject to the provisions of Section 3.5, assist Owner, when so requested, to try to reduce such assessments and taxes. Manager may engage outside property tax consultants and certiorari attorneys, for the benefit of and at the sole cost and expense of Owner to assist Manager in connection with such tax and assessment matters.
Real Estate and Property Taxes. 13.01 Impositions During the Term of the Agreement all real estate or ad valorem property taxes, assessments, inventory and personal property taxes and similar charges on or relating to the Hotel (“Impositions”) following or allocable to the period following the Management Commencement Date shall be paid by Management Company, to the extent sufficient Working Capital exists, from Gross Revenues before any fines, penalties, or interest are added thereto or liens are placed upon the Hotel, unless payment is in good faith being contested and enforcement thereof is stayed. Management Company, either in its own name or, if legally required, in Owner’s name, may contest by appropriate proceedings conducted in good faith and with due diligence the amount, validity or application in whole or in part of any such Imposition or any lien therefor, and Owner shall have the right to participate in any such proceedings. In addition, Owner shall have the right to contest, or cause Management Company to contest, the amount, validity or application in whole or in part of any such Imposition or any lien therefore. In the event Gross Revenues are likely to be insufficient to pay such Impositions when due, Management Company shall so advise Owner no later than thirty (30) days prior to the due date of such Impositions in order to provide Owner sufficient time in which to provide funds sufficient for the payment of such Impositions. Management Company shall also, no later than thirty (30) days prior to the date payment is due or three (3) days following the written request from Owner, furnish Owner with copies of official tax bills and assessments and evidence of payment or contest thereof. Any refund or rebate of any Impositions shall be credited to Operating Profit in the Fiscal Year in which such refund is received. All reasonable costs incurred in connection with any such negotiations or proceedings shall constitute Deductions for the year in which they are paid. Notwithstanding the foregoing, no such contest shall be conducted if it will in any way endanger title to the Hotel, the land on which the Hotel is located or Owner’s interest in the Hotel, or create a cloud on title to any of the foregoing or constitute a default under any financing secured by the Hotel, or otherwise expose Owner to the risk of criminal liability and any such contest may be conducted upon the terms set forth in Article XII of the Lease Agreement. Owner shall within thirty (30) days of receipt of e...
Real Estate and Property Taxes. For purposes of this Agreement and the Ancillary Agreements, any real estate Tax, personal property and intangible property Taxes, which Taxes have been determined by Sellers to be attributable specifically to the Business (“Property Taxes”), applicable to periods beginning before the Closing Date and ending after the Closing Date (“Apportioned Obligations”) shall be allocated between Sellers and Buyer pro rata based on the number of days that occur on or before the Closing Date, on the one hand, and after the Closing Date, on the other hand. Each Party hereto shall cooperate in assuring that, to the extent practicable, Apportioned Obligations the payment of which is due on or prior to the Closing Date are billed directly to and paid by Sellers, and that Apportioned Obligations whose payment is due after the Closing Date are billed directly to and paid by Buyer. On the Closing Date, Sellers shall deliver to Buyer any xxxx received by it prior to the Closing Date in respect of any Apportioned Obligations not yet due and payable and Sellers and Buyer shall each present or cause to be presented a statement to the other setting forth the amount of reimbursement to which each is entitled under this Section 6.2 (together with such supporting evidence as may be reasonably requested), and they shall calculate the amount by which such reimbursement owed to one Party exceeds that owed to the other (the “Proration Amount”), and on such date the Proration Amount so determined shall be promptly paid by the Party owing it to the other. In the event that Buyer or Sellers receive any refund, rebate or similar payment for any Property Taxes, which are Apportioned Obligations, after the deduction of any related costs by Buyer, the parties hereto agree that such payment will be apportioned between Sellers and Buyer on the basis of their respective ownership of the taxed assets during the assessment period. In the event that it is determined subsequent to the Closing Date that additional Property Taxes which are Apportioned Obligations are required to be paid, the parties hereto agree that such additional Taxes will be apportioned between Sellers and Buyer on the basis of their respective ownership of the taxed assets during the assessment period. Buyer shall be responsible for the timely filing of any Tax Return relating to Property Taxes, except to the extent that Sellers are responsible for the filing of any such Tax Return under applicable Law. Buyer and Sellers shall rea...
Real Estate and Property Taxes. All non-delinquent real estate and personal property taxes and assessments on the Properties for the current tax year that are due and payable following the Closing Date. The applicable Seller shall be responsible for the payment of any real estate and personal property taxes and assessments that are delinquent before Closing with respect to each Constituent Property. Taxes relating to the period prior to the Closing Date that are not due and payable until after the Closing Date shall be prorated as of the Closing Date based on the latest available tax xxxx. In no event shall either Seller be charged with or be responsible for any increase in the taxes on any Constituent Property resulting from the sale of such Constituent Property contemplated by this Agreement, any change in use of the Properties on or after the Closing Date, or from any improvements made or leases entered into on or after the Closing Date. If any assessments on any Constituent Property are payable in installments, then the installment allocable to the current period shall be prorated (with Buyer being allocated the obligation to pay any installments due on or after the Closing Date).
Real Estate and Property Taxes. Real estate and personal property taxes and special assessments, if any. Seller shall pay all real estate and personal property taxes and special assessments attributable to the Property to, but not including, the Closing Date. If the real estate and/or personal property tax rate and assessments have not been set for the year in which the Closing occurs, then the proration of such taxes shall be based upon the rate and assessments for the preceding tax year and such proration shall be adjusted in cash between Seller and Purchaser upon presentation of written evidence that the actual taxes paid for the year in which the Closing occurs differ from the amounts used in the Closing in accordance with the provisions of Article 4.2.14 hereof.
Real Estate and Property Taxes. All real estate and ad valorem property taxes, assessments and similar charges on or relating to the Hotels during the term of this Agreement shall be paid by Lessee before any fine, penalty or interest is added thereto or lien placed upon the Hotels or this Agreement, unless payment thereof is, in good faith, being contested and enforcement thereof is stayed. Manager's responsibilities specifically exclude the preparation, filing or contesting of these taxes.
Real Estate and Property Taxes. The Sellers shall pay all real estate and personal property taxes, business charges and special assessments, common area costs and similar items attributable to the Real Property through, but not including, the Closing Date and shall receive a credit for any prepaid real estate Taxes. If the Tax rate, assessment and/or assessed value for any of the foregoing items has not been set for the Tax period in which the Closing occurs, then the proration of such items shall be based upon the rate, assessment and/or assessed value for the immediately preceding Tax period and such proration shall be adjusted (within six (6) months of the Closing Date) in cash between the Sellers and the Buyer promptly upon presentation of written evidence that the actual amount paid for the Tax period in which the Closing occurs differs from the amounts used in the calculation of the proration of such amounts in accordance with the provisions of Section 2.4(p).
