REQUIRED BY APPLICABLE LAW, THE PARTIES WILL, AND WILL CAUSE THEIR
AFFILIATES TO, COOPERATE IN THE EXECUTION OF SUCH TAX RETURNS.
IF AMI OR ONE OF
ITS AFFILIATES IS REQUIRED TO EXECUTE ANY TAX RETURN PREPARED BY ISIS UNDER THIS
SECTION, ISIS WILL PROVIDE A COPY OF SUCH TAX RETURN TO AMI AT LEAST 10 DAYS
PRIOR TO THE ANTICIPATED FILING OF SUCH TAX RETURN AND AMI OR ITS AFFILIATE
SHALL EXECUTE THE TAX RETURN, SUBJECT TO ABBOTT'S REASONABLE APPROVAL.
(B)
AD VALOREM TAXES.
ALL REAL PROPERTY TAXES, PERSONAL PROPERTY TAXES, AD
VALOREM OBLIGATIONS AND SIMILAR TAXES IMPOSED ON A PERIODIC BASIS, IN EACH CASE
LEVIED ON IBIS, OTHER THAN TRANSFER TAXES PROVIDED FOR IN SECTION 8.6(A) ABOVE,
FOR A TAXABLE PERIOD WHICH INCLUDES (BUT DOES NOT END ON) THE CLOSING DATE SHALL
BE APPORTIONED BETWEEN ISIS AND AMI AS OF THE CLOSING DATE BASED ON THE NUMBER
OF DAYS OF SUCH TAXABLE PERIOD INCLUDED IN THE PRE-CLOSING TAX PERIOD AND THE
NUMBER OF DAYS OF SUCH TAXABLE PERIOD INCLUDED IN THE POST-CLOSING PERIOD.
ISIS
SHALL BE LIABLE FOR THE PROPORTIONATE AMOUNT OF SUCH TAXES THAT IS ATTRIBUTABLE
TO THE PRE-CLOSING TAX PERIOD.
WITHIN 90 DAYS AFTER THE CLOSING, ISIS AND AMI
SHALL PRESENT A REIMBURSEMENT TO WHICH EACH IS ENTITLED UNDER THIS
SECTION 8.6(B) TOGETHER WITH SUCH SUPPORTING EVIDENCE AS IS REASONABLY NECESSARY
TO CALCULATE THE PRORATION AMOUNT; PROVIDED, THAT IF THE FINAL TAX AMOUNT DUE
FOR A TAXABLE PERIOD THAT INCLUDES THE CLOSING DATE IS NOT DETERMINED WITHIN
SUCH PERIOD, A REIMBURSEMENT SHALL BE BASED ON THE AMOUNT OF THE RELEVANT TAX
FOR THE PRECEDING TAXABLE YEAR, SUBJECT TO AN ADJUSTMENT WITHIN 30 DAYS AFTER
THE FINAL AMOUNT OF SUCH TAX IS DETERMINED.
THE PRORATION AMOUNT SHALL BE PAID
BY THE PARTY OWING IT TO THE OTHER WITHIN 10 DAYS AFTER DELIVERY OF SUCH
STATEMENT.
THEREAFTER, ISIS SHALL NOTIFY AMI UPON RECEIPT OF ANY BILL FOR REAL
OR PERSONAL PROPERTY TAXES RELATING TO IBIS, PART OR ALL OF WHICH ARE
ATTRIBUTABLE TO THE POST-CLOSING TAX PERIOD, AND SHALL PROMPTLY DELIVER SUCH
BILL TO AMI WHO SHALL PAY THE SAME TO THE APPROPRIATE TAXING AUTHORITY, PROVIDED
THAT IF SUCH BILL COVERS ANY PORTION OF THE PRE-CLOSING TAX PERIOD, ISIS SHALL
ALSO REMIT PRIOR TO THE DUE DATE OF ASSESSMENT TO AMI PAYMENT FOR THE
PROPORTIONATE AMOUNT OF SUCH BILL THAT IS ATTRIBUTABLE TO THE PRE-CLOSING TAX
PERIOD.
IN THE EVENT THAT EITHER ISIS OR AMI SHALL THEREAFTER MAKE A PAYMENT
FOR WHICH IT IS ENTITLED TO REIMBURSEMENT UNDER THIS SECTION 8.6(B), THE OTHER
PARTY SHALL MAKE SUCH REIMBURSEMENT PROMPTLY BUT IN NO EVENT LATER THAN 30 DAYS
AFTER THE PRESENTATION OF A STATEMENT SETTING FORTH THE AMOUNT OF REIMBURSEMENT
TO WHICH THE PRESENTING PARTY IS ENTITLED ALONG WITH SUCH SUPPORTING EVIDENCE AS
IS REASONABLY NECESSARY TO CALCULATE THE AMOUNT OF REIMBURSEMENT.
ANY PAYMENT
REQUIRED UNDER THIS SECTION 8.6(B) AND NOT MADE WITHIN 10 DAYS OF DELIVERY OF
THE STATEMENT SHALL BEAR INTEREST AT THE APPLICABLE RATE FOR EACH DAY