Common use of Payment of the Consideration Clause in Contracts

Payment of the Consideration. The consideration shall be paid to the Contributor in the following manner: (a) The Acquiror shall receive a credit against the Consideration in an amount equal to the Contributor's closing costs assumed and paid for by the Acquiror pursuant to Section 6.4 hereof. (b) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance (principal, interest, fees and the like), as of the date of Closing, of the existing mortgage loan encumbering the property as such balance is evidenced by a letter from the lender, which loan the Acquiror shall take subject to or, if requested, assume. (c) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance ( principal, interest, fees and the like), as of the date of Closing, of the Contributor's loan to Xxxxxxxxxxx Enterprises, Ltd. as such balance is evidenced by a letter from the lender, which loan the Acquiror shall assume. (d) The Acquiror shall pay the balance of the Consideration, as adjusted by the prorations pursuant to Section 6.5 hereof, in the form of units of Partnership Units or in the lawful money of the United States or in any combination thereof as acceptable to the Contributors. The parties agree that the transfer of the assets to the Acquiror pursuant to this Agreement shall be treated for federal income tax purposes as a contribution of such assets solely in exchange for a partnership interest in Acquiror that qualifies as a tax-free contribution under Section 721 of the Internal revenue Code of 1986, as amended.

Appears in 3 contracts

Samples: Contribution Agreement (Hersha Hospitality Trust), Contribution Agreement (Hersha Hospitality Trust), Contribution Agreement (Hersha Hospitality Trust)

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Payment of the Consideration. The consideration Consideration shall be paid to the Contributor in the following manner: (a) The Acquiror shall receive a credit against the Consideration in an amount equal to the Contributor's closing costs assumed and paid for by the Acquiror pursuant to Section 6.4 hereof. (b) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance (principal, interest, fees and the like), as of the date of Closing, of the existing mortgage loan encumbering the property Property as such balance is evidenced by a letter from the lender, which loan the Acquiror shall take subject to or, if requested, assume. (c) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance ( (principal, interest, fees and the like), as of the date of Closing, of the Contributor's loan to Xxxxxxxxxxx Enterprises, Ltd. Ltd., as such balance is evidenced by a letter from the lender, which loan the Acquiror shall assume. (d) The Acquiror shall pay the balance of the Consideration, as adjusted by the prorations pursuant to Section 6.5 hereof, in the form of units of Partnership Units or limited partnership interest in the lawful money of Acquiror (the United States or in any combination thereof as acceptable to the Contributors"LP Units"). The parties agree that the transfer of the assets to the Acquiror pursuant to this Agreement shall be treated for federal income tax purposes as a contribution of such assets solely in exchange for a partnership interest in Acquiror that qualifies as a tax-free contribution under Section 721 of the Internal revenue Revenue Code of 1986, as amended.

Appears in 2 contracts

Samples: Contribution Agreement (Hersha Hospitality Trust), Contribution Agreement (Hersha Hospitality Trust)

Payment of the Consideration. The consideration Consideration shall be paid to the Contributor in the following manner: (a) The Acquiror shall receive a credit against the Consideration in an amount equal to the Contributor's closing costs assumed and paid for by the Acquiror pursuant to Section 6.4 hereof. (b) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance (principal, interest, fees and the like), as of the date of Closing, of the existing mortgage loan encumbering the property Property as such balance is evidenced by a letter from the lender, which loan the Acquiror shall take subject to or, if requested, assume. (c) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance ( (principal, interest, fees and the like), as of the date of Closing, of the Contributor's loan to Xxxxxxxxxxx Shreenathji Enterprises, Ltd. as such Ltd., xx xxxx balance is evidenced by a letter from the lender, which loan the Acquiror shall assume. (d) The Acquiror shall pay the balance of the Consideration, as adjusted by the prorations pursuant to Section 6.5 hereof, in the form of units of Partnership Units or limited partnership interest in the lawful money of Acquiror (the United States or in any combination thereof as acceptable to the Contributors"LP Units"). The parties agree that the transfer of the assets to the Acquiror pursuant to this Agreement shall be treated for federal income tax purposes as a contribution of such assets solely in exchange for a partnership interest in Acquiror that qualifies as a tax-free contribution under Section 721 of the Internal revenue Revenue Code of 1986, as amended.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Payment of the Consideration. The consideration Consideration shall be paid to the Contributor in the following manner: (a) The Acquiror shall receive a credit against the Consideration in an amount equal to the Contributor's closing costs assumed and paid for by the Acquiror pursuant to Section 6.4 hereof. (b) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance (principal, interest, fees and the like), as of the date of Closing, of the existing mortgage loan encumbering the property Property as such balance is evidenced by a letter from the lender, which loan the Acquiror shall take subject to or, if requested, assume. (c) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance ( (principal, interest, fees and the like), as of the date of Closing, of the Contributor's loan to Xxxxxxxxxxx Shreenathji Enterprises, Ltd. as such balance xxxx xxxxxce is evidenced by a letter from the lender, which loan the Acquiror shall assume. (d) The Acquiror shall pay the balance of the Consideration, as adjusted by the prorations pursuant to Section 6.5 hereof, in the form of units of Partnership Units or limited partnership interest in the lawful money of Acquiror (the United States or in any combination thereof as acceptable to the Contributors"LP Units"). The parties agree that the transfer of the assets to the Acquiror pursuant to this Agreement shall be treated for federal income tax purposes as a contribution of such assets solely in exchange for a partnership interest in Acquiror that qualifies as a tax-free contribution under Section 721 of the Internal revenue Revenue Code of 1986, as amended.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

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Payment of the Consideration. The consideration shall be paid to the Contributor in the following manner: (a) The Acquiror shall receive a credit against the Consideration in an amount equal to the Contributor's closing costs assumed and paid for by the Acquiror pursuant to Section 6.4 hereof. (b) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance (principal, interest, fees and the like), as of the date of Closing, of the existing mortgage loan encumbering the property as such balance is evidenced by a letter from the lender, which loan the Acquiror shall take subject to or, if requested, assume. (c) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance ( principal, interest, fees and the like), as of the date of Closing, of the Contributor's loan to Xxxxxxxxxxx Enterprises, Ltd. as such balance is evidenced by a letter from the lender, which loan the Acquiror shall assume. (d) The Acquiror shall pay the balance of the Consideration, as adjusted by the prorations pursuant to Section 6.5 hereof, in the form of units of Partnership Units limited partnership interest in the Acquiror (the "LP Units") or in the lawful money of the United States or in any combination thereof as acceptable to the Contributors. The parties agree that the transfer of the assets to the Acquiror pursuant to this Agreement shall be treated for federal income tax purposes as a contribution of such assets solely in exchange for a partnership interest in Acquiror that qualifies as a tax-free contribution under Section 721 of the Internal revenue Code of 1986, as amended.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

Payment of the Consideration. The consideration shall be paid to the ----------------------------- Contributor in the following manner: (a) The Acquiror shall receive a credit against the Consideration in an amount equal to the Contributor's closing costs assumed and paid for by the Acquiror pursuant to Section 6.4 hereof. (b) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance (principal, interest, fees and the like), as of the date of Closing, of the existing mortgage loan encumbering the property as such balance is evidenced by a letter from the lender, which loan the Acquiror shall take subject to or, if requested, assume. (c) The Acquiror shall receive a credit against the Consideration in an amount equal to the outstanding balance ( principal, interest, fees and the like), as of the date of Closing, of the Contributor's loan to Xxxxxxxxxxx Enterprises, Ltd. as such balance is evidenced by a letter from the lender, which loan the Acquiror shall assume. (d) The Acquiror shall pay the balance of the Consideration, if any, as adjusted by the prorations pursuant to Section 6.5 hereof, in the form of units of Partnership Units limited partnership interest in the Acquiror (the "LP Units") or in the lawful money of the United States or in any combination thereof as acceptable to the ContributorsContributor. The parties agree that the transfer of the assets to the Acquiror pursuant to this Agreement shall be treated for federal income tax purposes as a contribution of such assets solely in exchange for a partnership interest in Acquiror that qualifies as a tax-free contribution under Section 721 of the Internal revenue Code of 1986, as amended.

Appears in 1 contract

Samples: Contribution Agreement (Hersha Hospitality Trust)

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