Acquisition of Replacement Property. (a) If at such time as the transaction for the conveyance of OWNER’S Property to CORPORATION is ready to close, OWNER(S) has located Replacement Property which OWNER(S) is willing to accept and receive in exchange for the transfer and conveyance of OWNER’S Property to CORPORATION, CORPORATION shall acquire and thereafter cause the transfer and conveyance of ownership of the Replacement Property to OWNER in consideration of and in exchange for the concurrent transfer and conveyance by OWNER(S) of OWNER’S Property pursuant to the terms of this Agreement.
Acquisition of Replacement Property. (a) Taxpayer shall have the sole duty and obligation to identify Replacement Property and enter into such contracts and agreements as may be necessary or proper to permit BLE, llc to acquire such Replacement Property. At or before the Exchange Closing, Taxpayer shall assign its rights in but not its obligations under the Replacement Property Contract to BLE, llc. However, BLE, llc shall have no obligation to accept such an assignment unless (i) BLE, llc can terminate the Replacement Property Contract by the payment of liquidated damages in an amount not to exceed the Exchange Funds less any sum estimated in good faith by BLE, llc as being necessary to pay any fees then earned by BLE, llc for its services hereunder and to reimburse any expenses then or to be incurred by BLE, llc hereunder, (ii) the Seller of the Replacement Property agrees in writing to deed the Replacement Property as directed by BLE, llc, (iii) the Seller of the Replacement Property consents in writing to the assignment of Taxpayer’s rights in the Replacement Property Contract to BLE, llc, and (iv) at the time of such assignment, the amount of the Exchange Funds and any additional funds paid by or on behalf of Taxpayer is sufficient to satisfy the total costs and expenses to be incurred by BLE, llc in acquiring the Replacement Property and conveying it to Taxpayer (the “Replacement Cost”), including, without limitation, the aggregate amount of all deposits and expenditures by BLE, llc in respect to the purchase price, real estate commissions, prorations of income and expenses, closing costs, title insurance premiums, escrow fees, and any other amounts otherwise chargeable to BLE, llc in connection with the acquisition and conveyance of the Replacement Property to Taxpayer, but excluding any existing mortgage, trust deed or other secured loans which may be assumed or taken subject to by Taxpayer. The assignment shall be made using the form of assignment approved in form and substance by BLE, llc. Taxpayer shall give written notice of assignment provided in this Paragraph 5(a) to all parties to the Replacement Property Contract being assigned on or before the closing of the Replacement Property and shall obtain written acknowledgment from all such parties that the notice of assignment was received prior to such closing by having such parties execute the acknowledgment at the bottom of said assignment. Taxpayer shall provide BLE, llc at least three (3) business days prior notice of any sched...
Acquisition of Replacement Property. If Owner designates Replacement Property in accordance with the terms of this Agreement, Exchangor shall using its best efforts, proceed to (I) acquire the Replacement Property by taking assignment from Owner of one or more Replacement Property Contracts for the purchase of Replacement Property and (ii) close the acquisition of the Replacement Property within the Exchange Period, subject however at all times to all the terms of this Agreement and the Replacement Property Contract. Owner acknowledge that in connection with Exchangor=s acquisition of the Replacement Property, Exchangor shall have the right to disclose to the seller of the Replacement Property that Exchangor is and is only acting as Owner=s qualified intermediary. Owner shall indemnify and hold Exchangor harmless from any and all liability to the seller of the Replacement Property. Exchangor shall transfer to Owner each Replacement Property prior to the end of the Exchange Period by direct deed from the seller of the Replacement Property to Owner.
Acquisition of Replacement Property. Less all payments to acquire Replacement Property under the Exchange Agreement;
Acquisition of Replacement Property. (a) Identification. At such time or times as Party A locates other assets, including without limitation, stocks, bonds, promissory notes and all other types of property, real, personal, tangible or intangible which it desires for Escrow Holder to cause to be acquired and conveyed to it pursuant to this Agreement as "Replacement Property," Party A shall give written notice (an "Identification Notice") that: (I) is delivered to Escrow Holder and states that such property or assets will constitute Replacement Property pursuant to this Agreement, (ii) is in such form or forms as satisfies the requirements of Escrow Holder, (iii) is given within forty-five (45) days of the Closing ("Identification Period"), and (iv) specifically describes the Replacement Property. Party A may give an Identification Notice: (I) more often than once and (ii) with respect to more than one asset. Any Identification Notice may be revoked by Party A within forty-five (45) days of Closing but thereafter may not be revoked.
Acquisition of Replacement Property. 1. Exchangor agrees to proceed to acquire the HAT Replacement Property by closing the acquisition of the HAT Replacement Property as of the Property Closing Date, subject, however, at all times to all the terms of this Exchange Agreement and the STC/HAT Exchange Agreement. HAT Owner acknowledges that in connection with Exchangor's acquisition of the HAT Replacement Property, Exchangor shall have the right to disclose to the STC Owners that Exchangor is, and is only acting as, HAT Owner's qualified intermediary within the meaning of the Regulations. HAT Owner shall indemnify and hold Exchangor harmless from any and all liability to the STC Owners, except for any matters relating to the willful misconduct or gross negligence of Exchangor. Exchangor shall transfer to HAT Owner all HAT Replacement Properties prior to the end of the Closing Date by direct deed from the STC Owners to HAT Owner.
