1031 Tax Exchange Sample Clauses

1031 Tax Exchange. A material part of the consideration to Buyer for purchasing the Property from Seller and Seller selling the Property to Buyer is that both Buyer and Seller have the option to qualify this transaction as part of a tax-deferred exchange under Section 1031 of the Internal Revenue Code.
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1031 Tax Exchange. Seller and Buyer may, at their respective options, elect to participate in a tax deferred exchange under Section 1031 of the Internal Revenue code in connection with this transaction and Buyer and Seller agree to reasonably cooperate with each other in connection with the same provided: (a) neither is required to enter into the chain of title on the other’s property and that such party uses a qualified intermediary to effect the exchange; (b) each party will be exclusively responsible for all costs incurred in connection with their respective exchange; and (c) closing of the transaction is not unreasonably delayed in any manner because of any such exchange.
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1031 Tax Exchange. Seller of this property may facilitate this sale by use of a 1031 Exchange, and Xxxxxxxxx agrees to sign additional 1031 Exchange documents if required. The undersigned hereby ratify, accept and agree to the contract and acknowledge receipt of a copy thereof. CONDITION OF PROPERTY: THE PURCHASER UNDERSTANDS THAT THE SELLER MAY HAVE ACQUIRED THE PROPERTY BY FORECLOSURE, DEED-IN-LIEU OF FORECLOSURE, FORFEITURE, TAX SALE, RIGHT OF EMINENT DOMAIN OR SIMILAR PROCESS AND CONSEQUENTLY AND OR ANY OTHER WAY. THE SELLER HAS LITTLE OR NO DIRECT KNOWLEDGE CONCERNING THE CONDITION OF THE PROPERTY. XXXXX HAS HAD THE RIGHT TO INSPECT PROPERTY. THE PROPERTY IS SOLD AS IS, SUBJECT TO ANY AND ALL LOCAL GOVERMENT HOUSING CODE VIOLATIONS. AS A MATERIAL PART OF THE CONSIDERATION TO BE RECEIVED BY THE SELLER UNDER THIS AGREEMENT AS NEGOTIATED AND AGREED TO BY THE PURCHASER AND THE SELLER, THE PURCHASER ACKNOWLEDGES AND AGREES TO ACCEPT THE PROPERTY IN "AS IS" CONDITION AT THE TIME OF CLOSING, INCLUDING, WITHOUT LIMITATION, ANY HIDDEN DEFECTS OR ENVIRONMENTAL CONDITIONS AFFECTING THE PROPERTY, WHETHER KNOWN OR UNKNOWN WHETHER SUCH DEFECTS OR CONDITIONS WERE DISCOVERABLE THROUGH INSPECTION OR NOT. THE PURCHASER ACKNOWLEDGES THAT THE SELLER, ITS AGENTS AND REPRESENTATIVES HAVE NOT MADE AND THE SELLER SPECIFICALLY NEGATES AND DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTEES, IMPLIED OR EXPRESS, ORAL OR WRITTEN IN RESPECT TO:
Sample 1
1031 Tax Exchange. Purchaser and Seller agree to cooperate in effecting any 1031 tax deferred exchange in connection with this transaction in accordance with Section 1031 of the Internal Revenue Code, including execution of any documents that may be reasonably necessary to effect the exchange; provided that (a) the party requesting the exchange will bear all additional costs, if any, incurred in connection with the exchange, and (b) the non-requesting party shall not be obligated to delay the closing or execute any note, contract, or other document providing for any personal liability which would survive the exchange. The requesting party shall be responsible for preparing all additional contracts, documents and escrow instructions (collectively, the “Exchange Documents”) required by the exchange at its sole cost and expense, and the requesting party shall be responsible for making all determinations as to the legal sufficiency, tax considerations and other considerations relating to the proposed exchange, the Exchange Documents and the transaction contemplated thereby, and the cooperating party shall in no event be responsible for, or in any way deemed to warrant or represent any tax or other consequences of the exchange transaction arising by reason of the cooperating party’s performance of the acts required xxxxxx. Notwithstanding any provision hereof to the contrary no intermediary used in the 1031 or Like-Kind Exchange shall be personally obligated or liable to pay Seller any sums of money other than those sums of money deposited with the intermediary as a part of the exchange for the purpose of acquiring the Seller’s property as replacement property pursuant to the terms of this Agreement. However, this provision shall not be deemed to limit Purchaser’s obligations or liabilities hereunder.
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1031 Tax Exchange. If either party (the “Advising Party”) advises the other party (the “Other Party”) of its intention to seek to effect a tax deferred exchange pursuant to Section 1031 of the Internal Revenue Code, in connection with the transaction contemplated herein, the Other Party agrees to accommodate Advising Party in seeking to effect a tax deferred exchange for the Property, provided that such exchange shall not (i) delay the Closing, or (ii) require Other Party to incur any cost or liability of any kind or nature on account of such exchange. Advising Party may assign its rights under this Agreement immediately prior to Closing to an exchange accommodation titleholder or a qualified intermediary of Advising Party’s choice for the purpose of completing such an exchange. Additionally, Advising Party may assign, prior to Closing, a tenancy-in-common interest in this Agreement to an Assignee in order to obtain the benefits of a tax deferred exchange, provided that the rights of the Other Party under this Agreement are not adversely affected in any manner and the Advising Party remains obligated and liable for any Exchange Accommodation Titleholder’s or a qualified intermediary’s performance under this Agreement. The Other Party agrees to cooperate with Advising Party and the Exchange Accommodation Titleholder or qualified intermediary with respect to such exchange and agrees to execute all documentation required to effectuate such exchange, at no cost or liability to the Other Party. The Other Party makes no warranty whatsoever with respect to the qualification of the transaction for tax deferred exchange treatment under Section 1031 and the Other Party shall have no responsibility, obligation or liability with respect to the tax consequences to Advising Party.
Sample 1
1031 Tax Exchange. Buyer acknowledges that Seller desires to create an IRS Code Section 1031 Tax-deferred Exchange, and that the Seller's rights and obligations under this Agreement may be assigned to a qualified intermediary to facilitate such exchange. Buyer agrees to cooperate with Seller and the intermediary in a manner necessary to enable Seller to qualify for said exchange; provided, however, that such cooperation shall not involve the execution of documents that increase Buyer's obligation or extend its ability beyond those express obligations and liabilities set forth herein, and shall not result in any additional cost or liability to Buyer. Mutual Savings Bank an Indiana Corporation By: /s/ D. A. Coffey ------------------------ Executive Vice President 4/15/05 Address: 80 E. Jefferson Street Xxxxxxxx, Indiana 46131 "Buyer" ACCEPTED this 30th day of March, 2005. Thomas A. Grant, Inc. An Inxxxxx Xxxxxxxxxon By: /s/ Thomas A. Grant ----------------------------------- President Address: 9550 Whitley Drive, Suite B Xxxxxxxxxxxx, IN 46205 "Seller" EXHIBIT A (SURVEY) [GRAPHIC OMITTED] EXHIBIT B (LEGAL DESCRIPTION) SEE BOTTOM OF EXHIBIT A FOR A FULL LEGAL DESCRIPTION
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1031 Tax Exchange. Purchaser and/or Seller may elect to exchange, for other property of like kind and qualifying use within the meaning of Section 1031 of the Internal Revenue Code of 1986, as amended and the Regulations promulgated thereunder, fee title in the Real Property or in any one or more of the properties comprising the Real Property. Each party expressly reserves the right to assign their respective rights, but not their obligations, hereunder to a Qualified Intermediary as provided in IRC Reg. 1.1031 (k)-1(g)(4) at any time on or before the Closing Date. Purchaser and Seller agree to cooperate with each other in effectuating any such exchange; provided that: (i) the completion of such tax free exchanges shall not be a condition precedent to Closing under this Agreement; (ii) neither party shall be obligated to delay Closing,
Sample 1
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Related to 1031 Tax Exchange

  • 1031 Exchange Sellers and Purchaser acknowledge and agree that the purchase and sale of each Property may be part of a tax-free exchange under Section 1031 of the Code for either Purchaser or a Seller. Each party hereby agrees to take all reasonable steps on or before the Closing Date to facilitate such exchange if requested by the other party, provided that (a) no party making such accommodation shall be required to acquire any substitute property, (b) such exchange shall not affect the representations, warranties, liabilities and obligations of the parties to each other under this Agreement, (c) no party making such accommodation shall incur any additional cost, expense or liability in connection with such exchange (other than expenses of reviewing and executing documents required in connection with such exchange), and (d) no dates in this Agreement will be extended as a result thereof. Notwithstanding anything to the contrary contained in the foregoing, if a Seller so elects to close the transfer of a Property as an exchange, then (i) such Seller, at its sole option, may delegate its obligations to transfer a Property under this Agreement, and may assign its rights to receive the Purchase Price from Purchaser, to a deferred exchange intermediary (an “Intermediary”) or to an exchange accommodation titleholder, as the case may be; (ii) such delegation and assignment shall in no way reduce, modify or otherwise affect the obligations of such Seller pursuant to this Agreement; (iii) such Seller shall remain fully liable for its obligations under this Agreement as if such delegation and assignment shall not have taken place; (iv) Intermediary or exchange accommodation titleholder, as the case may be, shall have no liability to Purchaser; and (v) the closing of the transfer of the Property to Purchaser shall be undertaken by direct deed from such Seller (or, if applicable, from other affiliates of such Seller whom such Seller will cause to execute such deeds) to Purchaser or to exchange accommodation titleholder, as the case may be. Notwithstanding anything to the contrary contained in the foregoing, if Purchaser so elects to close the acquisition of a Property as an exchange, then (i) Purchaser, at its sole option, may delegate its obligations to acquire such Property under this Agreement, and may assign its rights to receive the Property from such Seller, to an Intermediary or to an exchange accommodation titleholder, as the case may be; (ii) such delegation and assignment shall in no way reduce, modify or otherwise affect the obligations of Purchaser pursuant to this Agreement; (iii) Purchaser shall remain fully liable for its obligations under this Agreement as if such delegation and assignment shall not have taken place; (iv) Intermediary or exchange accommodation titleholder, as the case may be, shall have no liability to such Seller; and (v) the closing of the acquisition of such Property by Purchaser or the exchange accommodation titleholder, as the case may be, shall be undertaken by direct deed from the applicable Seller (or, if applicable, from other affiliates of such Seller whom such Seller will cause to execute such deeds) to Purchaser (or to exchange accommodation titleholder, as the case may be).

  • Tax Deferred Exchange Buyer and Seller respectively acknowledge that the purchase and sale of the Property contemplated hereby may be part of a separate exchange (an “Exchange”) being made by each party pursuant to Section 1031 of the Internal Revenue Code of 1986, as amended, and the regulations promulgated with respect thereto. In the event that either party (the “Exchanging Party”) desires to effectuate such an exchange, then the other party (the “Non-Exchanging Party”) agrees to cooperate fully with the Exchanging Party in order that the Exchanging Party may effectuate such an exchange; provided, however, that with respect to such Exchange (a) all additional costs, fees and expenses related thereto shall be the sole responsibility of, and borne by, the Exchanging Party; (b) the Non-Exchanging Party shall incur no additional liability as a result of such exchange; (c) the contemplated exchange shall not delay any of the time periods or other obligations of the Exchanging Party hereby, and without limiting the foregoing, the scheduled date for Closing shall not be delayed or adversely affected by reason of the Exchange; (d) the accomplishment of the Exchange shall not be a condition precedent or condition subsequent to the Exchanging Party's obligations under the Agreement; and (e) the Non-Exchanging Party shall not be required to hold title to any land other than the Property for purposes of the Exchange. The Exchanging Party agrees to defend, indemnify and hold the Non-Exchanging Party harmless from any and all liability, damage or cost, including, without limitation, reasonable attorney's fees that may result from Non-Exchanging Party's cooperation with the Exchange. The Non-Exchanging Party shall not, by reason of the Exchange, (i) have its rights under this Agreement, including, without limitation, any representations, warranties and covenants made by the Exchanging Party in this Agreement (including but not limited to any warranties of title, which, if Seller is the Exchanging Party, shall remain warranties of Seller), or in any of the closing documents (including but not limited to any warranties of title, which, if Seller is the Exchanging Party, shall remain warranties of Seller) contemplated hereby, adversely affected or diminished in any manner, or (ii) be responsible for compliance with or deemed to have warranted to the Exchanging Party that the Exchange complies with Section 1031 of the Code.

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