Exchange of Deeds Sample Clauses

Exchange of Deeds. At the Effective Time, (i) PSP11 will receive from escrow deeds for the PSI Exchange Properties and (ii) PSI will receive from escrow deeds for the PSP11 Exchange Properties. PSP11 and PSI acknowledge that the PSP11 Exchange Properties, and the PSI Exchange Properties, have the respective values set forth in Exhibits B and C hereto. PSP11 and PSI also acknowledge that the Exchange is intended to qualify, as to each of PSP11 and PSI, for "like-kind exchange" treatment under Section 1031 of the Code.
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Exchange of Deeds. On the Transfer Date, Columbia shall transfer fee simple title to the Shoreside Facilities Sites to the City, and the City shall immediately thereafter transfer fee simple title to the Shoreside Facilities Sites which shall include the thirty (30) year reversion as described in Section 9.01, back to Columbia. The City will promptly execute such instruments reasonably requested by Columbia to ensure that the reversion of the Shoreside Facilities Sites occurs no earlier than thirty (30) years from the Transfer Date, unless said property has reverted back to the City prior to such date in accordance with the provisions of this Agreement.
Exchange of Deeds. At a time and place to be agreed upon by the parties, but prior to the beginning of construction on the New Deck and in any event by May 28, 2021: The Town will execute and deliver to Xxxxx a fee simple general warranty deed conveying marketable title to the Xxxxxxx Deck Property and the Corner Lot. Xxxxx will execute and deliver to the Town a fee simple general warranty deed conveying marketable title to the CVS Deck Property and the Investor’s Title Insurance Company (ITIC) Lot. The Town will pay $_________ to Xxxxx to reconcile the difference in property values exchanged and an additional amount to reimburse Xxxxx for New Deck Total Cost expended by Xxxxx through the Closing Date. The Parties will execute and deliver the “Xxxxxxx Deck Lease” in the form of Exhibit B, with only such additional changes as the parties may agree upon. The execution and delivery of the final form Xxxxxxx Deck Lease will constitute conclusive evidence that the parties have agreed on any such changes. The Town will execute and deliver a license agreement as set forth in Section 3(g) hereof. The Town will execute and deliver a xxxx of sale in connection with the Xxxxxxx Deck Property. The acts of executing, delivering and paying described above will be referred to as the “Closing,” and the date of those actions will be referred to as the “Closing Date.” If the Closing has not occurred by the end of the calendar day on May 28, 2020, neither Party shall have any further obligations under this Agreement. The parties will execute and deliver such certificates and other documents as may be reasonably appropriate to effect the planned conveyances. The only monetary adjustment to the transfers stated above will be to pro-rate taxes on the CVS Deck Property and the ITIC Lot to the Closing Date.

Related to Exchange of Deeds

  • Exchange of Shares (a) As soon as practicable after the Effective Time, and in no event more than three business days thereafter, the Exchange Agent shall mail to each holder of record of a Certificate or Certificates who theretofore has not submitted such holder’s Certificate or Certificates with a properly completed Election Form, a form letter of transmittal (which shall specify that delivery shall be effected, and risk of loss and title to the Certificates shall pass, only upon delivery of the Certificates to the Exchange Agent) and instructions for use in effecting the surrender of the Certificates in exchange for the Merger Consideration. The Company shall have the right to review both the letter of transmittal and the instructions prior to the Effective Time and provide reasonable comments thereon. After completion of the allocation procedure set forth in Section 1.5 and upon surrender of a Certificate or Certificates for exchange and cancellation to the Exchange Agent, together with a properly executed letter of transmittal or Election Form, as the case may be, the holder of such Certificate or Certificates shall be entitled to receive in exchange therefor (x) a certificate representing that number of whole shares of Parent Common Stock which such holder of Company Common Stock became entitled to receive pursuant to the provisions of Article I hereof and/or (y) a check representing the aggregate Per Share Cash Consideration and/or the amount of cash in lieu of fractional shares, if any, which such holder has the right to receive in respect of the Certificate or Certificates surrendered pursuant to the provisions of Article I, and the Certificate or Certificates so surrendered shall forthwith be cancelled. No interest will be paid or accrued on the Per Share Cash Consideration, the cash in lieu of fractional shares or the unpaid dividends and distributions, if any, payable to holders of Certificates.

  • Exchange of Notes A Noteholder may exchange Notes for other Notes of the same Class by surrendering the Notes to be exchanged at the office or agency of the Issuer maintained under Section 3.2. If the requirements of Section 8-401(a) of the UCC are met, the Issuer will execute, the Indenture Trustee will authenticate and the Noteholder will receive from the Indenture Trustee new Notes of the same Class, in the same principal amount.

  • Exchange of Rights (a) At any time during the period of 180 days after a Section 11(a)(ii) Event, the Board of Directors of the Company may, at its option, authorize and direct the exchange of all, but not less than all, of the then outstanding Rights for Common Shares, one one-hundredths of Preferred Shares, debt securities of the Company, other property, or any combination of the foregoing, in each case having an aggregate Current Market Price equal to the result obtained by (i) multiplying the Current Market Price per Common Share on the record date for such exchange by the number of Common Shares for which a Right is exercisable on such record date and (ii) subtracting from such product the Exercise Price on such Record Date (the "Exchange Ratio"), and the Company shall so exchange the Rights.

  • Conversion and Exchange of Shares (a) At the Effective Time, by virtue of the Merger and without any further action on the part of Purchaser, Parent, the Company or any stockholder of the Company:

  • Exchange of Warrants Upon the surrender by the Registered Holder, properly endorsed, to the Company at the principal office of the Company, the Company will, subject to the provisions of Section 4 hereof, issue and deliver to or upon the order of such Holder, at the Company's expense, a new Warrant or Warrants of like tenor, in the name of the Registered Holder or as the Registered Holder (upon payment by the Registered Holder of any applicable transfer taxes) may direct, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock (or other securities, cash and/or property) then issuable upon exercise of this Warrant.

  • Exchange of Warrant This Warrant is exchangeable, upon the surrender hereof by the Holder at the office or agency of the Company referred to in Section 16, for one or more new Warrants of like tenor representing in the aggregate the right to subscribe for and purchase the number of shares of Common Stock which may be subscribed for and purchased hereunder, each of such new Warrants to represent the right to subscribe for and purchase such number of shares as shall be designated by the Holder at the time of such surrender.

  • Exchange of Stock On the basis of the representations, warranties, covenants and agreements set forth herein, at the Closing (as defined in Section 1.3 below) Purchaser will purchase from Stockholder, and Stockholder will sell, convey and assign to Purchaser all of the Company Stock.

  • Change of Details Either party may by notice to the other change the address, telex or facsimile number or electronic messaging system or e-mail details at which notices or other communications are to be given to it.

  • Transfer and Exchange of Definitive Notes When Definitive Notes are presented to the Registrar with a request:

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