Contribution and Acquisition. Each of the Contributors agrees to contribute, assign and transfer its Interest to the Acquiror and the Acquiror agrees to accept each Contributor's Interest in exchange for the Consideration and the Contingent Consideration and in accordance with the other terms and conditions set forth herein.
Contribution and Acquisition. The Contributor agrees to contribute and the Acquiror agrees to acquire the Property for the Contribution Consideration and in accordance with the other terms and conditions set forth herein.
Contribution and Acquisition. 13 2.2 Deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.3
Contribution and Acquisition. Each of the Contributors agrees, at the Closing, to contribute, assign and transfer its Contributor's Interest to the Acquiror and the Acquiror agrees to accept and acquire each Contributor's Interest in exchange for consideration, the receipt and sufficiency of which is hereby acknowledged by the Contributors in accordance with the terms and conditions set forth herein. The parties agree that the Acquiror has the right to designate an alternate entity or person to take title to any of the Contributors' Interests at the time of Closing.
Contribution and Acquisition. Subject to the terms and conditions of ---------------------------- this Agreement, Contributor hereby agrees to contribute, assign, transfer, deliver and convey to Partnership, and Partnership hereby agrees to acquire from Contributor, all of Contributor's right, title and interest in and to the following described property, (such right, title and interest is collectively called the "Property") in return for an ownership interest in Partnership and -------- admission as a limited partner in Partnership, in a manner to be treated as a contribution of property to a partnership in exchange for an interest therein to be governed for tax purposes by Section 721 of the Internal Revenue Code of 1986, as amended (the "Code"), subject to and in accordance with the terms, ---- provisions, covenants and conditions more particularly set forth in this Agreement:
(a) all those certain plots, pieces or parcels of land described in Exhibit A annexed hereto and made a part hereof (the "Office Parcel Land"), and --------- ------------------ fee simple title to the Office Parcel Land, subject only to the exceptions provided for in this Agreement and the matters set forth in Schedule 1.1(a) (the --------------- "Office Parcel Permitted Encumbrances"); ------------------------------------
(c) all easements, rights of way, privileges, appurtenances, gaps, gores, and other rights pertaining to the Land and Ground Lease including, but not limited to, any development rights and air rights appurtenant to the Land and Ground Lease;
(d) all buildings and improvements and fixtures now or hereafter erected on the Land, which building is located at and having an address at 000 Xxxxx Xxxxxx, Xxx Xxxx, X.X. (collectively, the "Improvements"); ------------
(e) all fixtures, machinery, equipment and other articles of personal property now or hereafter attached or appurtenant to the Land or Improvements, or used or useful in connection with the maintenance, operation or ownership of the Land or the Improvement which are owned by Contributor, if any (collectively, the "Personalty"); ----------
(f) all leases in which Contributor is the lessee, if any, of equipment used in the operation or maintenance of the Land or Improvements as listed on Schedule 1.1(f) attached hereto; ---------------
(h) any award made or to be made and in and to any unpaid award for damage to the Property by reason of change of grade of any street or otherwise (collectively, an "Award"). -----
(i) all leases or license...
Contribution and Acquisition. 2 2.2 Transfer of Contributors' Interest..............................................................2
Contribution and Acquisition. The Contributor agrees to contribute, assign and transfer the Property to the OP as a capital contribution to the OP and the OP agrees to accept the Property in exchange for the Consideration and in accordance with the other terms and conditions set forth herein.
Contribution and Acquisition. STUDY PERIOD;
Contribution and Acquisition. 3 2.2 Contribution.................................................................................. 3 2.3
Contribution and Acquisition. Subject to the terms and conditions of this Agreement, Contributor hereby agrees to contribute, assign, transfer, deliver and convey to Company, and Company hereby agrees to acquire from Contributor, all of Contributor's right, title and interest in and to the following described property (such right, title and interest is collectively called the "PROPERTY"), in return for the consideration set forth in Section 2 (in a manner to be treated, at least in part, as a contribution of property to a limited liability company in exchange for an interest therein to be governed for tax purposes by Section 721 of the Internal Revenue Code of 1986, as amended (the "CODE")), subject to and in accordance with the terms, provisions, covenants and conditions more particularly set forth in this Agreement:
