Section 1031 Clause Samples
Section 1031 refers to a provision in the U.S. Internal Revenue Code that allows taxpayers to defer paying capital gains taxes on the exchange of certain types of property. Specifically, it applies to the exchange of real property held for investment or business purposes, provided that the properties exchanged are of like-kind. For example, an investor can swap one commercial building for another without immediately incurring tax liability on any gain from the sale. The core practical function of Section 1031 is to encourage reinvestment in business or investment properties by deferring tax obligations, thereby improving liquidity and flexibility for property owners.
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Section 1031. The parties shall cooperate with each other in ------------ order that the transactions contemplated under this Agreement may be accomplished as part of a deferred exchange (the "1031 Transaction") pursuant to Section 1031 of the Code and applicable Treasury Regulations and to execute such agreements and other documents as may be necessary to complete and otherwise effectuate a tax-deferred exchange; provided, however, that Seller shall not be obligated to incur any costs, expenses or other liabilities in cooperating with Buyer hereunder. Buyer shall be permitted to assign any or all of its rights and obligations under this Agreement to a qualified intermediary without Seller's consent for purposes of qualifying the transactions hereunder as a tax- deferred exchange; provided, however, that the fees of such qualified intermediary shall be paid by Buyer; and provided further, however, that nothing in this Section shall be deemed to relieve Buyer of any of its obligations under this Agreement, including its obligations to close the transactions contemplated by this Agreement if the exchange described herein has not occurred within nine months after the date of this Agreement and the conditions to Closing described in SECTIONS 8.1 and 8.2 have been met or waived, subject to the rights of either party to terminate the Agreement pursuant to SECTION 10.1.3.
Section 1031. An emergency, for the purpose of this leave, is a suddenly precipitated situation which is of 3 such a nature that pre-planning is not possible or where pre-planning could not relieve the 4 necessity for the employee’s absence. The situation cannot be one of minor importance or of 5 mere personal convenience, but must be of a serious emergency nature.
Section 1031. Employees working in more than one (1) general job classification shall enjoy seniority in each 29 such classification, provided they continue such duties with no more than eighteen (18) months 30 break in service. Such break in service of more than eighteen (18) months shall result in loss of
Section 1031. Seller and/or Buyer may, for the purpose of treating all or part of its sale or acquisition of the Property as a like-kind exchange of property under Section 1031 of the Internal Revenue Code, assign certain rights that it has under this Agreement, including its right to sell or acquire the Property pursuant to this Agreement, to one or more qualified intermediaries, and to provide notice of such assignment to the other party, provided that no such assignment shall release the assigning party from its obligations hereunder and no such assignment shall delay the Closing hereunder. The non-assigning party shall not incur any costs in connection with such exchange. The assigning party agrees to save, indemnify, protect and defend the other party (with counsel reasonably satisfactory to such other party) from and against and hold the other party harmless from any and all expenses and/or liabilities arising from such assignment and exchange and the other party shall not be required to take title to any other property. The provisions of this Section 12.26 shall survive the Closing.
Section 1031. Either party may elect to assign this Agreement to a qualified intermediary or third party to complete a like kind exchange of property in accordance with Section 1031 of the Internal Revenue Code of 1987, as amended. Any such election shall be at no cost or liability to the other party. Should this Agreement become part of a Section 1031 transaction, the non-electing party may enforce any and all representations, warranties, covenants and other obligations of the electing party under this Agreement directly against the electing party.
Section 1031. In the event a principal is reassigned from one school building to another newly constructed or 48 newly opened building (hereinafter referred to as "new building"), the District shall have the 1 option of moving secretarial staff with the principal to the new building using the following 2 guidelines:
Section 1031. 15 The employee shall be eligible for provisions of the Federal Family and Medical Leave Act 16 (FMLA). Employees are entitled to FMLA leave if they meet the eligibility requirements set for 17 in the Federal Family and Medical Leave Act. In the event the employee is not eligible under the 18 FMLA, the Washington Family Leave Act may apply (RCW 49.78).
Section 1031. Notwithstanding any provision to the contrary in this Agreement, AFM and Cox agree that the exchange of the Stations contemplated hereby shall be accomplished in a manner enabling the transfer of the Cox Assets and AFM Assets to qualify to the maximum extent permissible as a Section 1031 Exchange, including but not limited to, permitting the assignment of this Agreement by AFM to a qualified intermediary in order that the acquisition of additional replacement property for the AFM Assets may be accomplished as a deferred exchange pursuant to applicable Treasury Regulations. Cox covenants with and warrants to AFM, and AFM covenants with and warrants to Cox, that (a) in no tax return hereafter filed by Cox or any affiliate of Cox, or by AFM or any affiliate of AFM, or any of their respective representatives, successors or assigns, ▇▇▇▇ ▇▇▇ or AFM or any of their respective representatives, successors or assigns, treat the transfers of the Cox Assets and the AFM Assets inconsistently with or differently than a Section 1031 Exchange, and (b) in no tax audit, tax examination, tax review or tax litigation ▇▇▇▇ ▇▇▇ or any affiliate of Cox, or AFM or any affiliate of AFM, or any of their respective representatives, successors or assigns, treat the transfers of the Cox Assets and the AFM Assets inconsistently with or differently than a Section 1031 Exchange. Each party agrees to cooperate with the other party in order that Cox and AFM (and the qualified intermediary in the event AFM assigns its rights in this Agreement to a qualified intermediary) may effectuate a simultaneous or a deferred Section 1031 Exchange. The parties agree to execute such agreements and other documents as may be necessary to complete and otherwise effectuate a Section 1031 Exchange, and if AFM gives Cox notice of its intention to effect a deferred Section 1031 Exchange, Cox shall (i) promptly provide AFM with written acknowledgment of such notice and (ii) at Closing pay the amount to be paid pursuant to Section 2 to the qualified intermediary rather than AFM.
Section 1031. Buyer and Seller shall each have the right to structure the transaction contemplated by this Agreement so that it qualifies under the exchange provisions of Section 1031 of the Internal Revenue Code of 1986, as amended, as set forth in this Section 14.
Section 1031. ▇▇▇▇▇ and ▇▇▇▇▇▇ understand that it may be the preference of the other party to effectuate an exchange pursuant to the provisions of Section 1031 of the Internal Revenue Code. Both ▇▇▇▇▇ and Seller agree that they will cooperate with the other with respect to such exchange and execute any and all documents necessary to effectuate such exchange, provided that the other party will not be required to take title to any other real property for any instant in time and provided that neither party shall incur any costs or expenses which it would not have otherwise incurred in the absence of an exchange. Both Seller and Buyer hereby agree, understand and acknowledge that Seller’s sale of the Property and ▇▇▇▇▇’s purchase of the Property are not subject to or conditioned upon the purchase or sale of any other such property.