Reconciliation and Final Payment Sample Clauses
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Reconciliation and Final Payment. Seller and Buyer shall reasonably cooperate after Closing to make a final determination of the allocations and prorations required under this Contract within one hundred eighty (180) days after the Closing Date. Upon the final reconciliation of the allocations and prorations under this Section, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.
Reconciliation and Final Payment. A detailed closing statement shall be prepared at Closing for the Property setting forth the manner of computation of the aforesaid proration adjustments. All prorations shall be made on the basis of a 360 day year and a 30 day month. The apportionments described herein at such Closing shall be based on the actual figures to the extent available. If any of the prorations cannot be calculated based on actual figures, then they shall be calculated based on the Seller’s and Purchaser’s mutually agreed upon good faith estimates thereof. Seller and Purchaser shall cooperate in good faith and act reasonably after Closing to make a final determination of the prorations required hereunder. Ninety (90) days following the Closing for the Property (or such other time as the parties may agree), there shall be a final one-time reconciliation of the proration adjustments. Purchaser shall have a representative available at the Hotel beginning at 10 p.m. on the night prior to the Closing Date who will cooperate with Seller in calculating the apportionment discussed in this Section 10 and who will be authorized to sign the Pro-ration Schedule on behalf of Purchaser upon completion.
Reconciliation and Final Payment. Seller and Buyer shall reasonably cooperate after Closing to make a final determination of the allocations and prorations required under this Contract within one hundred eighty (180) days after the Closing Date; provided, however, failure to make a final determination within such period shall not relieve the parties of the obligation to make a final determination nor shall it relieve any party of the obligation to pay the other any true-up amounts owed. Upon the final reconciliation of the allocations and prorations under this Section, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.
Reconciliation and Final Payment. Seller and Purchaser shall -------------------------------- reasonably cooperate after Closing to make a final determination of the prorations required hereunder no later than 180 days after the Closing. Upon the final reconciliation of the prorations under this Section and Section 11.4, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. It is the intent of the parties that all items herein which are subject to the prorations made pursuant to Article 11 shall result in Seller receiving all of the economic benefits and burdens of the Hotel with respect to the period prior to the Closing, and Purchaser receiving all of the economic benefits and burdens of the Hotel with respect to the period from and after the Closing Date, except for the 50/50 split in room revenues for the night prior to the Closing. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.
Reconciliation and Final Payment. The terms and provisions of this Article IX shall survive Closing. The amount of the pro-rations have initially been determined at Closing, but will be subject to adjustment in cash after the Closing outside of escrow as and when complete and accurate information becomes available, if such information is not readily available at the Closing. Seller and Purchaser agree to cooperate and use their best efforts to make such adjustments no later than sixty (60) days after the Closing.
Reconciliation and Final Payment. Seller and Purchaser shall reasonably -------------------------------- cooperate after Closing to make a final determination of the prorations required hereunder. Upon the final reconciliation of the prorations under Section 10, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.
Reconciliation and Final Payment. Seller and Buyer shall reasonably cooperate after Closing of each Hotel Property to make a final determination of the allocations and prorations required under this Contract within one hundred twenty (120) days after the Closing Date for each Hotel Property. Upon the final reconciliation of the allocations and prorations under this Section, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing on each Hotel Property.
Reconciliation and Final Payment. The terms and provisions of this Article 11 shall survive Closing for a period of one (1) year.
Reconciliation and Final Payment. Contributors and AEGIS shall reasonably cooperate at Closing to make a final determination of the prorations required hereunder as soon as reasonably practicable, but in no event later than ninety (90) days after the Closing Date (except with respect to any item which is not determinable within such time frame, as to which the time period shall be extended until such item is determinable). Upon the final reconciliation of the prorations and adjustments under Section 11.3, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the reconciliation of such sums. It is the intent of the parties that all items herein which are subject to the prorations pursuant to Article 11 shall result in Contributors receiving all of the economic benefits and burdens of the Property with respect to the period prior to the Closing, and AEGIS receiving all of the economic benefits and burdens of the Property with respect to the period from and after the Closing Date. The obligations to calculate such prorations, make such reconciliations and pay any such sums shall survive the Closing.
Reconciliation and Final Payment. A detailed closing statement shall be prepared at closing for each Property setting forth the manner of computation of the aforesaid proration adjustments. The apportionments described herein at such closing shall be based on the actual figures to the extent available. If any of the prorations cannot be calculated based on actual figures, then they shall be calculated based on the related Seller's good faith estimates thereof. Each related Seller and Buyer shall cooperate in good faith and act reasonably after closing for a particular Property to make a final determination of the prorations required hereunder. Upon the final reconciliation of the prorations hereunder, which the parties shall endeavor to accomplish within ninety (90) days of the Closing Date, the party which owes the other party any sums hereunder shall pay such party such sums within ten (10) days after the final reconciliation of the item in question.