Property Exchange Sample Clauses
The Property Exchange clause outlines the terms and procedures for transferring ownership of property between parties. It typically specifies the type of property involved, the conditions under which the exchange will occur, and any obligations or representations required from each party, such as providing clear title or meeting inspection requirements. This clause ensures that both parties understand their rights and responsibilities in the transaction, thereby reducing the risk of disputes and facilitating a smooth transfer of property.
Property Exchange. Pursuant to Article 13 Property Exchange of the PSA and that certain letter from Amoco to HS dated December 10, 1997, designating the Amoco Exchange Properties, the parties have agreed to exchange certain properties. At Closing of the exchange transaction contemplated thereby, Amoco shall convey to HS (as nominee for its wholly owned subsidiary HSRTW, Inc.) all the Amoco Exchange Properties and HS (through HSRTW, Inc.) shall convey all the HS Exchange Properties as to which preferential purchase rights of third parties are inapplicable, have lapsed or have been waived.
Property Exchange. Each party agrees to cooperate with the other in an IRC section 1031 property exchange in connection with this sale as long as in doing so it incurs no additional liability or expense and is not required to hold title to any other property, the Closing Date is not affected and the entire amount owed to Seller hereunder is paid in the manner stated in this Agreement. Neither party will have any responsibility for the ultimate characterization of this transaction for the other party’s tax purposes, and this sale is not conditioned upon and may not be rescinded as a result of that characterization or either party’s ability to effect an exchange.
Property Exchange. In the event Purchaser desires to designate the Property as replacement property, in an exchange under Section 1031 of the Internal Revenue Code, for any property which Purchaser has owned or currently owns (the "Relinquished Property"), Seller will cooperate with Purchaser (at no cost, expense, liability or potential liability to Seller) in effecting such an exchange in compliance with the Internal Revenue Code and applicable treasury regulations, including the assignment of this Agreement, if necessary. Seller will not be responsible for the tax consequences to Purchaser of the transactions contemplated under this Agreement or under the agreement to sell the Relinquished Property. Seller will not be required to accept title to the Relinquished Property and will have no obligations whatsoever to the owner of the Relinquished Property. Under no circumstances will Purchaser be relieved of any of its obligations under this Agreement as a result of the contemplated exchange. Purchaser shall defend, indemnify and hold Seller and any Affiliates or Seller harmless from any and all liability, cost and expense (including, without limitation, reasonable attorneys' fees, court costs and costs of appeal) suffered or incurred by Seller or Affiliates of Seller in connection with any such exchange.
Property Exchange. Seller and Buyer agree that it may be beneficial to structure a portion of the transaction contained in this Agreement as a like- kind exchange of properties under Section 1031 of the Internal Revenue Code of 1986, as amended. Accordingly, under the terms and conditions set forth in this Agreement (as modified, clarified or limited in this Article 13):
(a) Seller agrees to assign and convey to Buyer at Closing, all of Seller's right, title and interests in and to the Amoco Exchange Properties (as hereinafter defined), effective as of the Effective Time, and Buyer agrees to accept the Amoco Exchange Properties at Closing, effective as of the Effective Time, and (b) Buyer agrees to assign and convey to Seller at Closing, all of Buyer's right, title and interests in and to the HS Exchange Properties (as hereinafter defined), effective as of the Effective Time, and Seller agrees to accept the HS Exchange Properties at Closing, effective as of the Effective Time. Seller and Buyer agree that the aggregate fair market values of the real property portions of the HS Exchange Properties and Amoco Exchange Properties are equal, and that the aggregate fair market values of the personal property portions of the HS Exchange Properties and Amoco Exchange Properties are equal.
Property Exchange the exchange between Holdings and Prima of certain Property of Holdings and Prima such that immediately following such exchange and any conveyances associated therewith, and immediately prior to the Original Funding Date, Holdings owns the Property specified on Schedule 3.31(a)-1, Schedule 3.31(a)-2 and Schedule 3.31(a)-3 and Prima owns the Property specified on Schedule 1.1(b) and any related Property.
Property Exchange. School District agrees to convey the School District Exchange Property to City in exchange and in consideration for City’s conveyance to School District of the City Exchange Property and the other consideration described herein. City agrees to convey the City Exchange Property to School District in exchange and in consideration for School District’s conveyance to City of the School District Exchange Property and the other consideration described herein. The promises by City and School District stated in this Agreement are the consideration for the formation of this Agreement. The Forms of Deed in Exhibit B-1 and B-2 will be used to convey the Exchange Properties. School District and City agree that this Agreement shall not be binding upon or enforceable against School District until the Board of Trustees of the School District has approved this Agreement in a properly noticed open meeting of the Board of Trustees.
Property Exchange. The City has declared the MME and LH parcels to be surplus. After completing a study, giving notice and providing a hearing, as an integral part of the consideration for this Agreement, the City shall convey the MME and LH parcels to DJIG by Special Warranty Deeds, free and clear of liens or encumbrances (except permitted liens or encumbrances as agreed to by the Parties), at no cost to DJIG except the consideration as otherwise provided for by this Agreement. The City shall deliver and execute the Special Warranty Deeds within thirty (30) days of the execution of this Agreement by the Parties, but the deeds shall be held in escrow if a precise legal description of the MME and LH parcels is not available at that time so that all deeds contain accurate and precise legal descriptions to be attached when the deeds are delivered by the City to DJIG pursuant to the terms of this Agreement. The City shall not unreasonably delay completing the documents and allow the deeds to be finalized and recorded.
Property Exchange. Purchaser hereunder desires to exchange 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 (the "Code"), for fee title in the Property which is the subject of this Contract. Purchaser expressly reserves the right to assign its rights, but not its obligations, hereunder to a Qualified Intermediary as provided in Reg. Section 1.103(k)-1(g)(4) on or before Closing. Seller specifically agrees that Purchaser may assign this Contract as it may deem necessary or desirable to consummate the exchange and agrees to cooperate with Purchaser in connection therewith provided that such exchange shall be at no cost to Seller. Purchaser acknowledges that Seller has not represented to Purchaser that the exchange contemplated hereunder will qualify under the Code. [The remainder of this page has been intentionally left blank.]
Property Exchange. The Property may be used by Purchaser to constitute replacement property, in an exchange under Section 1031 of the Internal Revenue Code, for certain property which Purchaser currently owns or previously owned (the "Relinquished Property"). Seller will cooperate with Purchaser (at no cost to Seller) in effecting such an exchange in compliance with the Internal Revenue Code and applicable treasury regulations, to the extent that Seller will consent to and acknowledge an assignment of Purchaser's rights under this Agreement to the Title Company, or to another qualified intermediary designated by Purchaser for purposes of acquiring the Property with proceeds from the disposition of the Relinquished Property. Seller will not be responsible for the tax consequences to Purchaser of the transactions contemplated under this Agreement and under the agreement to sell the Relinquished Property. Seller will not be required to accept title to the Relinquished Property and will have no obligations whatsoever to the owner of the Relinquished Property. The assignment by Purchaser of its rights hereunder to the Title Company, or to another qualified intermediary, for purposes of effecting such an exchange, will not relieve Purchaser of any of its obligations under this Agreement.
Property Exchange. The District shall convey the District Property to the City, and the City shall convey the City Property to the District on the Closing Date by Deeds without Warranty. Neither party will pay any consideration, other than the exchange of real estate contemplated herein, to the other in exchange for the conveyances described in this section 1.