Resale Restriction Agreement. Owner will observe and perform all of the covenants and agreements of the Resale Restriction Agreement.
Resale Restriction Agreement. 62 12.1.3 Contributors' Tax Positions..........................................................63 12.2 Contributors' Post-Closing Covenants..........................................................63 ARTICLE XIII MISCELLANEOUS.............................................................................63 13.1 Entire Agreement..............................................................................63 13.2 CBL/REIT Board Approval; Agreement Binding on Parties.........................................63 13.3 Notice........................................................................................63 13.4 Time of the Essence...........................................................................64 13.5 Governing Law.................................................................................64 13.6 Currency......................................................................................64
Resale Restriction Agreement. TRUSTOR will observe and perform all of the covenants and agreements of the Resale Restriction Agreement.
Resale Restriction Agreement. Trustor will observe and perform all of the covenants and agreements of the Resale Restriction Agreement.
Resale Restriction Agreement. CBL/OP agrees not to resell or transfer the Shopping Center until the twelfth (12th) anniversary of the Closing Date other than in a nonrecognition transaction in which no gain or loss is recognized (as described in Treasury Regulation Section 1.704-3(a)(8)). The foregoing limitation shall not be interpreted as restricting (i) a sale pursuant to a deed in lieu of condemnation given by CBL/OP under the genuine threat of imminent condemnation, (ii) a condemnation of substantially all of the Shopping Center or (iii) the substantial destruction of substantially all of the Shopping Center as a result of fire of other casualty if CBL/OP elects in good faith not to restore the Shopping Center (it being agreed that a requirement by CBL/OP's then lender to use such insurance proceeds to pay down the debt encumbering the Property shall be deemed that CBL/OP has acted in good faith by electing not to restore the Shopping Center); provided however that CBL/OP will use commercially reasonable efforts to reinvest proceeds arising from events described in (i), (ii) or (iii) in a manner that satisfies the requirements of Code Section 1033. In addition, CBL/OP shall have no obligation under this Article 12 to any Electing Contributor (or transferees of Partnership Interests from any such Electing Contributor) from and after the date that such person disposes of its Partnership Interests in a taxable transaction, including, but not limited to, a sale of such Partnership Interests or a conversion of such Partnership Interests into CBL/REIT stock, nor shall CBL/OP have any liability to the estate of any such person that is a natural person following the death of such person. Notwithstanding the foregoing prohibition on a taxable transfer or sale of the Shopping Center, CBL/OP may sell or otherwise dispose of the Shopping Center or interests therein in a taxable transaction if it agrees to pay the Electing Contributors who hold Partnership Interests as of the date of such sale or disposition an amount equal to the "Make Whole Amount." The term "Make Whole Amount" shall mean an amount intended to compensate such Electing Contributors on an after-tax basis for the federal and state income taxes imposed with respect to the gain allocable to such Electing Contributors under Section 704(c) of the Code (or any successor thereto) as a result of such sale or other taxable transaction.
Resale Restriction Agreement. The Company and Xxxxx X. Xxxxx shall have entered into the Resale Restriction Agreement and the Resale Restriction Agreement shall be in full force and effect.
Resale Restriction Agreement. CBL/OP agrees not to resell or transfer the Shopping Center until the twelfth (12th) anniversary of the Closing Date other than in a nonrecognition transaction in which no gain or loss is recognized (as described in Treasury Regulation Section 1.704-3(a)(8)). The foregoing limitation shall not be interpreted as restricting (i) a sale pursuant to a deed in lieu of condemnation given by CBL/OP under the genuine threat of imminent condemnation, (ii) a condemnation of substantially all of the Shopping Center or (iii) the substantial destruction of substantially all of the Shopping Center as a result of fire of other casualty if CBL/OP elects in good faith not to restore the Shopping Center (it being agreed
Resale Restriction Agreement. Upon the first sale by Developer of a Moderate Income Affordable Unit to a Moderate Income Eligible Household, the Developer shall cause the buyer of the Moderate Income Affordable Unit to enter into a Resale Restriction Agreement, in the form attached hereto as Exhibit D, which form may be amended prior to its execution, limiting the resale of the Moderate Income Affordable Unit as described therein. [IF THE PROJECT ALSO CONTAINS LOW INCOME UNITS, ADD THE FOLLOWING:]Upon the first sale by Developer of a Low Income Affordable Unit to a Low Income Eligible Household, the Developer shall cause the buyer of the Low Income Affordable Unit to enter into a Resale Restriction Agreement, in the form attached hereto as Exhibit E , which form may be amended prior to its execution, limiting the resale of the Low Income Affordable Unit as described therein. [THE FOLLOWING MUST BE INCLUDED IN THE PARAGRAPH, REGARDLESS N:\EDH\Private\Xxx\Housing\ASHA Ordinance\Boilerplate Documents\Affordability Agmts\Boilerplate OWNERSHIP Afford Agmt 4.07.doc 11/26/08 OF INCOME TARGET LEVEL:]Simultaneous with the sale of each Affordable Unit, the Resale Restriction Agreement shall be recorded against the Affordable Unit. Upon the first sale by Developer of each Affordable Unit within the Project, the Developer shall cause the buyer of the Affordable Unit to enter into a Performance Deed of Trust, in substantially the form attached hereto as Exhibit F. Each subsequent buyer of an Affordable Unit shall execute the Resale and Restriction Agreement. Each subsequent buyer of an Affordable Unit shall also be required to execute a Performance Deed of Trust.
