Prorated Items definition

Prorated Items shall have the meaning set forth in Section 2.3(a)(viii).

Prorated Items has the meaning given in Section 3.5.

Prorated Items has the meaning set forth in Section 2.7(a).

Examples of Prorated Items in a sentence

• The intent of this provision shall be implemented by New Operator remitting to Transferor any invoices for Prorated Items that reflect a service date before the Closing Date and by New Operator assuming responsibility for the payment of any invoices for Prorated Items that reflect a service date after the Closing Date with any overage or shortage in payments by either party to be adjusted and paid as provided in Sections 1.8(b) and (c).

• The Prorated Items shall include a credit to Buyer in an amount equal to all prepaid rentals for periods after the applicable Closing Date and all security deposits (or remaining portions thereof) required to be returned under the applicable Property Lease, in each case, to the extent the foregoing were paid by Property Tenants and not otherwise paid or made available to Buyer.

• If the final, actual amount for any Remaining Prorated Item is not available at the time of the preparation and delivery of the Proration Settlement Statement, Seller shall so advise Buyer, and Seller shall provide a separate Proration Settlement Statement for any such Remaining Prorated Items within a reasonable time after the final, actual amounts become available.

• Sellers and Purchaser shall prorate the Prorated Items as of the Closing Date, on the basis of the actual number of days each party had possession or use during the calendar year or, where the billing is for a lesser period, during such period, except for those Prorated Items where it is possible to prorate by actual usage.

• In addition to the Prorated Items, the Post-Closing Accrual Statement shall also reflect any payments made by SCG or either of the SCG Subsidiaries prior to Merger Closing with respect to any Prorated Items.

More Definitions of Prorated Items

Prorated Items has the meaning specified in Section 6.2.

Prorated Items means all periodic charges, including, but not limited to, prepaid lease payments, property taxes and utility payments, applicable to periods both before and after the Closing with respect to the Business normally prorated in connection with similar transactions.

Prorated Items shall have the meaning set forth in Section 6.13.

Prorated Items has the meaning set forth in Section 2.7(a). “Purchase Price” has the meaning set forth in Section 2.5.

Prorated Items means all revenues, charges, costs and expenses with respect to Assumed Liabilities.

Prorated Items means all items of revenue and income generated by the Real Property and all costs and expenses incurred in connection with the ownership, operation, use or maintenance of the Assets (excluding management fees and other fees or expenses payable by Seller to Manager, any Affiliate of Manager, or to any Affiliate of Seller, which shall be borne by Seller), all of which shall be prorated in accordance with the provisions set forth on Schedule 7.

Prorated Items has the meaning set forth in Section 2.8(a). “Proration Adjustment Notice” has the meaning set forth in Section 2.8(c). “Purchase Price” has the meaning set forth in Section 2.5(a). “Purchase Price Allocation” has the meaning set forth in Section 2.5(b). “Real Property” has the meaning set forth in Section 3.11(b). “Real Property Leases” has the meaning set forth in Section 3.11(b). “Related to the Business” means required for, related to, or used in connection with, the Business as currently conducted by Seller. “Release” or “Released” has the meaning set forth in 42 U.S.C. Section 9601(22). “Remaining Budget Adjustment Statement” has the meaning set forth in Section 2.6(b). “Representatives” means the officers, directors, managers, employees, counsel, accountants, financial advisers or consultants of a Person. “Retained Liabilities” means all of the following Liabilities: