AND EXPENSES FOR THE PROPERTY, AND SHALL DELIVER SUCH
PRELIMINARY CLOSING STATEMENT TO EACH OTHER AND THE TITLE COMPANY ON OR PRIOR TO
THE CLOSING DATE; PROVIDED, HOWEVER, THAT SELLER AND BUYER SHALL WORK TOGETHER
IN GOOD FAITH TO PREPARE A WORKING DRAFT OF SUCH PRELIMINARY CLOSING STATEMENT
FOR MUTUAL REVIEW AND DISCUSSION PRIOR TO THE CLOSING DATE.
ALL APPORTIONMENTS
AND PRORATIONS PROVIDED FOR IN THIS PARAGRAPH 6 TO BE MADE AS OF THE CLOSING
DATE SHALL BE MADE, ON A PER DIEM BASIS, AS OF MIDNIGHT OF THE DAY IMMEDIATELY
PRECEDING THE CLOSING DATE.
THE PRELIMINARY CLOSING STATEMENT AND THE
APPORTIONMENTS AND/OR PRORATIONS REFLECTED THEREIN SHALL BE BASED UPON ACTUAL
FIGURES TO THE EXTENT AVAILABLE.
IF ANY OF THE APPORTIONMENTS AND/OR PRORATIONS
CANNOT BE CALCULATED ACCURATELY BASED ON ACTUAL FIGURES ON THE CLOSING DATE,
THEN (OTHER THAN WITH RESPECT TO DETERMINATION OF REAL ESTATE TAXES THAT SHALL
BE COMPUTED AS SET FORTH IN CLAUSE (VI) ABOVE) THEY SHALL BE CALCULATED BASED ON
SELLER'S AND BUYER'S GOOD FAITH ESTIMATES THEREOF AND REFLECTED ON A CLOSING
STATEMENT TO BE EXECUTED BY BUYER AND SELLER AT CLOSING, SUBJECT TO
RECONCILIATION AS HEREINAFTER PROVIDED.
(X)
POST-CLOSING RECONCILIATION.
IF THERE IS
AN ERROR ON THE CLOSING STATEMENT DELIVERED AT CLOSING OR, IF AFTER THE ACTUAL
FIGURES ARE AVAILABLE AS TO ANY ITEMS THAT WERE ESTIMATED ON THE CLOSING
STATEMENT DELIVERED AT CLOSING (INCLUDING, WITHOUT LIMITATION, REAL ESTATE TAXES
THAT WERE COMPUTED IN ACCORDANCE WITH CLAUSE (VI) ABOVE), IT IS DETERMINED THAT
ANY ACTUAL PRORATION OR APPORTIONMENT VARIES FROM THE AMOUNT THEREOF REFLECTED
ON THE CLOSING
6
STATEMENT, THE PRORATION OR APPORTIONMENT SHALL BE ADJUSTED BASED ON THE ACTUAL
FIGURES AS SOON AS FEASIBLE BUT NOT LATER THAN TWELVE (12) MONTHS AFTER THE
CLOSING DATE.
EITHER PARTY OWING THE OTHER PARTY A SUM OF MONEY BASED ON SUCH
SUBSEQUENT PRORATION(S) SHALL PROMPTLY PAY SAID SUM TO THE OTHER PARTY.
SELLER
AND BUYER AGREE TO COOPERATE IN GOOD FAITH TO DETERMINE ANY AMOUNTS DUE TO
SELLER OR TO BUYER UNDER THIS SECTION 6(A) AND TO RECONCILE SUCH AMOUNTS IN
ACCORDANCE WITH THIS SUBPARAGRAPH (X) NO LATER THAN TWELVE (12) MONTHS AFTER THE
CLOSING DATE.
(B)
INTENTIONALLY OMITTED.
(C)
UTILITY READINGS.
SELLER SHALL USE REASONABLE EFFORTS TO OBTAIN READINGS
OF THE WATER AND ELECTRIC METERS ON THE PREMISES TO A DATE NO SOONER THAN TEN
(10) DAYS PRIOR TO THE CLOSING DATE.
AT OR PRIOR TO CLOSING, SELLER SHALL PAY
ALL CHARGES BASED UPON SUCH METER READINGS.
CLOSING SHALL BE COMPLETED EVEN IF
SOME OR ALL SUCH READINGS COULD NOT BE OBTAINED (IT BEING AGREED THAT UPON THE
OBTAINING THEREOF AFTER CLOSING, SELLER SHALL PROMPTLY PAY THE CHARGES INCURRED
WITH RESPECT TO THAT PORTION OF THE BILLING CYCLE THAT FALLS PRIOR TO CLOSING AS
REASONABLY DETERMINED BY SELLER AND BUYER BASED UPON SUCH POST-CLOSING READINGS.
(D)
SURVIVAL.
THE PROVISIONS OF THIS PARAGRAPH 6 SHALL SURVIVE CLOSING AND
DELIVERY OF THE DEED FOR A PERIOD OF TWELVE (12) MONTHS.
7.
CLOSING COSTS.
(A)
BUYER'S COSTS.
BUYER SHALL