Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Sellers reserve the right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid or to obtain a reduction of any assessment applicable to the period prior to Closing. In connection with any refund received by Purchaser or Sellers applicable to a fiscal tax year in which Closing occurs, Sellers shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date.
Reservation of Rights to Contest. Seller shall retain all rights with respect to a refund, if any, of real estate and personal property taxes and assessments applicable to the 2018 calendar year and any year prior thereto and, if received by Nine Penn Owner after Closing, Purchaser shall cause Nine Penn Owner to remit the applicable portion of such taxes and assessments to Seller. Seller shall not settle any disputes (a) concerning real estate and personal property taxes and assessments for the period in which Closing occurs or (b) which would have an adverse effect on real estate and personal property taxes and assessments for any other periods following Closing, in each case without the prior written consent of Purchaser, not to be unreasonably withheld.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the exclusive right to meet with governmental officials and to contest any reassessment or assessment of the Property and Remaining Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid. Subject to the last sentence of this Section 4.5, Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date. Purchaser shall cooperate with Seller, at Seller's reasonable request and at Seller's expense, if necessary in connection with any such contest or reassessment, which cooperation may include executing applications or other documents. Notwithstanding the foregoing, Seller shall pay to Purchaser 32% of any such refund actually received (less 32% of costs incurred in connection therewith) to the extent relating to either the term of the Lease or Purchaser's period of ownership.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid. Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date (and if requested by Seller from time to time, Purchaser shall assign such right to Seller pursuant to such assignments as Seller may reasonably request) and, at Seller’s request, Purchaser shall reasonably cooperate in any such proceeding at no third party cost to Purchaser. The provisions of this Section 4.7 shall survive the Closing.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the right to (i) contest any taxes, assessments, or reassessments of the Property (or any portion thereof) that relate to any period of time prior to, through, and including the Close of Escrow; (ii) attempt to obtain a refund for any taxes or assessments previously paid by Seller; and (iii) meet with governmental officials in connection with (i) or (ii) immediately above. The provisions of this Section 11(c) shall survive Close of Escrow. Any amounts refunded for the year in which Close of Escrow occurs shall be prorated between Seller and Buyer pursuant to Section 11(a)(i), after deduction of the costs of such contest.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, each Seller reserves the right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid with respect to appeals filed prior to the Effective Date. Each Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date. In the event any such refund results in a tenant being entitled to a refund based on Tenant Reimbursements previously paid by such tenant, then the applicable Seller shall remit such excess amounts to the applicable tenant and shall indemnify, defend and hold Purchaser and its Indemnified Parties harmless from and against all Losses in connection therewith.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid; provided that Seller notifies Purchaser in advance of filing any protest and claim for reassessment and, to the extent that such contest may set or establish any assessment or reassessment applicable to the Property after Closing, Purchaser shall be permitted to appear and take such action as Purchaser deems necessary to protect its interests. Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date and shall remit any refund of taxes received by Seller attributable to any period after the Closing Date to Purchaser.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the exclusive right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid. Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date. Purchaser shall cooperate with Seller, at Seller’s reasonable request and at Seller’s expense, if necessary in connection with any such contest or reassessment, which cooperation may include executing applications or other documents.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid for any tax year prior to the Current Tax Year. Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date (and if requested by Seller from time to time, Purchaser shall assign such right to Seller pursuant to such assignments as Seller may reasonably request) and, at Seller’s request, Purchaser shall reasonably cooperate in any such proceeding at no third-party cost to Purchaser.
Reservation of Rights to Contest. Notwithstanding anything to the contrary contained in this Agreement, Seller reserves the right to meet with governmental officials and to contest any reassessment or assessment of the Property or any portion thereof and to attempt to obtain a refund for any taxes previously paid. Seller shall retain all rights with respect to any refund of taxes applicable to any period prior to the Closing Date, but Seller agrees to remit any such refund to the applicable tenants and other parties to the extent required under the terms of the Leases or any other applicable agreements to which Seller or its predecessor-in-title is a party. Purchaser hereby consents to Seller preparing, submitting and/or filing prior to Closing any necessary documentation in connection with a tax appeal relating to taxes payable during calendar year 2003, and Seller agrees to file such tax appeal prior to Closing. Following the Closing, Purchaser shall prosecute and control such tax appeal with respect to the taxes payable during calendar year 2003 and shall bear the expenses of such appeal incurred after Closing.
