Taxable Period Terminating Prior to Closing Date. The Seller shall have the right (in common with Purchaser) to commence, continue and settle any proceeding to contest any Taxes relating to the Assets, and Seller shall be entitled to any refunds or abatements of Taxes awarded in such proceedings attributable to the period prior to the Closing Date; provided, however, the Seller shall indemnify, pay, save and hold the Purchaser harmless from and against any Indemnification Loss incurred by the Purchaser as a result of the Seller exercising its rights under this Section 6.5.1 This Section 6.5.1 shall survive the Closing for such period of time as the New Operating Leases are in effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (CNL Income Properties Inc)
Taxable Period Terminating Prior to Closing Date. The Seller shall have retain the right (in common with Purchaser) to commence, continue and settle through good-faith, diligent efforts, any proceeding to contest any Taxes relating for any taxable period which terminates prior to the AssetsClosing Date, and Seller shall be entitled to any refunds or abatements of Taxes awarded in such proceedings attributable to the period prior to the Closing Dateproceedings; provided, however, the Seller shall indemnify, paysave, save insure, defend, pay and hold the Purchaser harmless from and against any Indemnification Loss incurred by the Purchaser as a result of the Seller exercising its their rights under this Section 6.5.1 6.5.1. This Section 6.5.1 shall survive the Closing for such period of time as the New Operating Leases are in effectClosing.
Appears in 1 contract
Samples: Purchase and Sale Agreement (CNL Income Properties Inc)
Taxable Period Terminating Prior to Closing Date. The Each Seller shall have the right (in common with Purchaser) to commence, continue and settle any proceeding to contest any Taxes relating to the Assets, and Seller shall be entitled to any refunds or abatements of Taxes awarded in such proceedings attributable to the period prior to the Closing Dateproceedings; provided, however, the each Seller shall indemnify, pay, save and hold the Purchaser harmless from and against any Indemnification Loss incurred by the Purchaser as a result of the Seller exercising its rights under this Section 6.5.1 6.5.1. This Section 6.5.1 shall survive the Closing for such period of time as the New Operating Leases are in effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (CNL Income Properties Inc)
Taxable Period Terminating Prior to Closing Date. The Seller shall have the right (in common subject to Purchaser’s approval, to work with Purchaser) to commence, continue and settle any proceeding to contest any Taxes relating to the Assets, and shall Seller shall be entitled to any refunds or abatements of Taxes awarded in such proceedings attributable to the period prior to the Closing Date; provided, however, the Seller shall indemnify, pay, save and hold the Purchaser harmless from and against any Indemnification Loss incurred by the Purchaser as a result of the Seller exercising its rights under this Section 6.5.1 6.5.1. This Section 6.5.1 shall survive the Closing for such period of time as the New Operating Leases are Lease is in effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (CNL Income Properties Inc)