Exchangers’ Responsibilities Sample Clauses
The 'Exchangers’ Responsibilities' clause defines the specific duties and obligations that parties acting as exchangers must fulfill under the agreement. This typically includes requirements such as ensuring the proper transfer of assets, providing accurate documentation, and complying with relevant legal or regulatory standards. For example, exchangers may be responsible for verifying the legitimacy of assets exchanged or for facilitating timely delivery. The core function of this clause is to clearly allocate operational responsibilities, thereby reducing misunderstandings and ensuring that each party knows their role in the exchange process.
Exchangers’ Responsibilities. Without prejudice to any other limitation on Qualified Intermediary’s duties or responsibilities under this Agreement, with respect to its LKE Program, each Exchanger (and not Qualified Intermediary) shall be solely responsible and liable for:
(a) The sufficiency, accuracy or validity of any document or instrument arising from or relating to the Relinquished Property Agreement or the Replacement Property Agreement including any ownership or registration documents for the Relinquished Property and the Replacement Property;
(b) The identity, authority or rights of any person or entity signing any document or instrument, unless such document or instrument shall be signed by or on behalf of Qualified Intermediary;
(c) Any act or omission of Qualified Intermediary unless the act of omission constitutes Qualified Intermediary’s willful misconduct, gross negligence or a breach of its duties or responsibilities under this Agreement;
(d) Risk of loss or damage to the Relinquished Property, the Replacement Property and all other property received or transferred by Qualified Intermediary under this Agreement, by casualty, act of God, or otherwise;
(e) The determination of whether any particular item of personal property is “like kind” or “like class,” the segregation or identification of any units of personal property into separate Exchanges, and the determination of any gain to be recognized by such Exchanger in any Exchange;
(f) The form and sufficiency of any identification of Replacement Property made by such Exchanger (including any internal “matching” procedure employed by Exchanger); and
(g) The federal, state and local tax consequences of the transactions contemplated by this Agreement.
Exchangers’ Responsibilities. Without prejudice to any other limitation on the duties, responsibilities or obligations under this Agreement of Qualified Intermediary and SQL, Exchanger and not Qualified Intermediary or SQL is responsible for:
13.5.1 The sufficiency, accuracy or validity of any document or instrument arising from or relating to the transaction contemplated by this Agreement;
13.5.2 The manner of signing of any document or instrument, except to the extent signed by Qualified Intermediary or SQL;
13.5.3 The identity, authority or rights of any person or entity signing any document or instrument, other than Qualified Intermediary and SQL;
13.5.4 Any act or omission of Qualified Intermediary or SQL unless the act of omission constitutes willful misconduct, gross negligence, or breach of its duties or responsibilities under this Agreement by SQL or Qualified Intermediary;
13.5.5 Risk of loss or damage to any Relinquished Property, the Replacement Property and all other property received by Qualified Intermediary or under this Agreement, by casualty, act of God, or otherwise; or
13.5.6 The federal or state income tax aspects of the transactions contemplated by this Agreement.
Exchangers’ Responsibilities. Without prejudice to any other limitation on Intermediary’s or Accruit’s duties or responsibilities under this Agreement, Exchanger (and not Intermediary or Accruit) shall be solely responsible and liable for: (i) the sufficiency, accuracy or validity of any document or instrument or transaction arising from or relating to a Sale Contract or a Purchase Contract, including any title or registration documents for Relinquished Property and Replacement Property; (ii) the identity, authority or legal rights or standing of any person or entity signing any document or instrument; and (iii) risk of loss or damage to Relinquished Property, Replacement Property and all other property received or transferred by Intermediary under this Agreement. Exchanger expressly represents, warrants and covenants that any and all transactions occurring pursuant to this Agreement have and are and shall be conducted such that they are in compliance with, and adhere to, any and all local and state or federal laws, including any and all restrictions or mandated compliance with any such laws, rules or regulations or procedures or policies connected with such local or state and federal laws. Exchanger represents, warrants and covenants that it is not entering into this Agreement to improperly avoid a tax consequence or otherwise avoid a legal responsibility, and that all information provided to Intermediary and/or Accruit is true and accurate, not misleading, and that there are no material omissions in the information provided. Intermediary and Accruit are relying upon Exchanger’s representations, warranties and covenants concerning all such transactions contemplated in this Agreement.
Exchangers’ Responsibilities. Without prejudice to any other limitation of Qualified Intermediary's duties, responsibilities or obligations under this Agreement, Exchanger and not Qualified Intermediary is responsible for:
(a) The sufficiency, accuracy or validity of any document or instrument arising from or relating to the QEAA, Purchase Agreement or the Sale Agreement; or
(b) The manner of signing of any document or instrument; or
(c) The identity, authority or rights of any person or entity signing any document or instrument, unless signed by or on behalf of Qualified Intermediary; or
(d) Any act or omission of Qualified Intermediary unless the act or omission constitutes a Qualified Intermediary Fault; or
(e) Risk of loss or damage to the Relinquished Property, the Replacement Property and all other property received by Qualified Intermediary under this Agreement, by casualty, act of God, or otherwise; or) Agreement.
(f) The federal or state tax aspects of the transactions contemplated by this