Closing Agreement Sample Contracts

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Rev. Proc. 2005–12
Closing Agreement • January 17th, 2022
CLOSING AGREEMENT
Closing Agreement • October 2nd, 2012 • Standard Parking Corp • Services-auto rental & leasing (no drivers) • Delaware

This CLOSING AGREEMENT (this “Agreement”) dated as of October 2, 2012, is by and between Standard Parking Corporation, a Delaware corporation (“Parent”), and the Person executing this Agreement as a “Stockholder” on the signature page hereto (together with any Permitted Transferee to whom such Person Transfers any Company Securities and any transferee of any Acquired Shares, in each case that is required to execute and deliver a Joinder as a condition precedent to such Transfer in accordance with Section 6.06, “Stockholder”).

CLOSING AGREEMENT
Closing Agreement • October 2nd, 2012 • Standard Parking Corp • Services-auto rental & leasing (no drivers) • Delaware

This CLOSING AGREEMENT (this “Agreement”) dated as of October 2, 2012, is by and between Standard Parking Corporation, a Delaware corporation (“Parent”), and the Person executing this Agreement as a “Stockholder” on the signature page hereto (together with any Permitted Transferee to whom such Person Transfers any Company Securities and any transferee of any Acquired Shares, in each case that is required to execute and deliver a Joinder as a condition precedent to such Transfer in accordance with Section 6.06, “Stockholder”).

FORM OF CLOSING AGREEMENT FOR CONVENTIONS WITH A QUALIFIED EXEMPTION
Closing Agreement • August 10th, 2021

Under section 7121 of the Internal Revenue Code of 1986, as amended (the “Code”), the taxpayer (as identified on the signature page of this agreement by taxpayer’s name and address) (herein referred to as “Taxpayer”) and the Commissioner of Internal Revenue (the “Commissioner”) make the following closing agreement (this “Closing Agreement”):

CLOSING AGREEMENT (Sherman Town Center)
Closing Agreement • August 23rd, 2006 • Inland American Real Estate Trust, Inc. • Real estate investment trusts • Texas
CLOSING AGREEMENT
Closing Agreement • September 19th, 2023 • Bioxytran, Inc • Pharmaceutical preparations

This Closing Agreement (the “Agreement”), dated as of September 18, 2023 (the “Issue Date”), is entered into between Bioxytran, Inc. a Nevada corporation (the “Company”), and TRITON FUNDS LP, a Delaware limited partnership (the “Investor”).

CLOSING AGREEMENT
Closing Agreement • June 1st, 2010 • NTR Metals, LLC • Retail-jewelry stores • Texas

This Closing Agreement (“Agreement”) is entered into effective as of the 25th day of May, 2010 (“Effective Date”), by and among DGSE Companies, Inc., a Nevada corporation (hereinafter referred to as “Company”), Dr. L.S. Smith, an individual (hereinafter referred to as “Dr. Smith”) and NTR Metals, LLC, a Texas limited liability company (hereinafter referred to as “NTR”).

RECITALS
Closing Agreement • January 14th, 1998 • Caci International Inc /De/ • Services-engineering services • Virginia
TEB VCAP Model Closing Agreement
Closing Agreement • May 5th, 2020

[Note: This draft closing agreement is for discussion purposes only. Any negotiated closing agreement resulting from such discussion is NOT FINAL until signed by the authorized IRS official.]

QAB Closing Agreements
Closing Agreement • April 8th, 2009

(the “CVAT”), or both meet the “guideline premium requirements” set forth in section 7702(a)(2)(A) and (c) and fall within the “cash value corridor” pursuant to sec- tion 7702(a)(2)(B) and (d) (the “GPT”). Additionally, a contract that constitutes a life insurance contract under section 7702 will be characterized as a modified endow- ment contract (“MEC”) if it fails to meet the “7-pay test” of section 7702A(b) (or is received in exchange for a contract that is a MEC).3

TEB Examinations Model Closing Agreement
Closing Agreement • May 5th, 2020

[Note: This draft closing agreement is for discussion purposes only. Any negotiated closing agreement resulting from such discussion is NOT FINAL until signed by the authorized IRS official.]

Internal Revenue Service, Treasury § 301.7122–1
Closing Agreement • March 4th, 2021

Example. A owns 500 shares of stock in the XYZ Corporation which he purchased prior to March 1, 1913. A is considering selling 200 shares of such stock but is uncertain as to the basis of the stock for the purpose of com- puting gain. Either prior or subsequent to the sale, a closing agreement may be entered into determining the market value of such stock as of March 1, 1913, which represents the basis for determining gain if it exceeds the adjusted basis otherwise determined as of such date. Not only may the closing agree- ment determine the basis for computing gain on the sale of the 200 shares of stock, but such an agreement may also determine the basis (unless or until the law is changed to require the use of some other factor to deter- mine basis) of the remaining 300 shares of stock upon which gain will be computed in a subsequent sale.

Contract
Closing Agreement • September 25th, 2014

under subtitle E and chapter 75, sub- title F, of the Internal Revenue Code of 1954 (or under the corresponding provi- sions of the Internal Revenue Code of 1939), a single bond will not be accepted in lieu of two or more bonds except as provided in the regulations in sub- chapter E of this chapter (Alcohol, To- bacco, and Other Excise Taxes).

AGREEMENT ---------
Closing Agreement • August 30th, 2001 • Cabot Oil & Gas Corp • Crude petroleum & natural gas
AMENDED AND RESTATED CLOSING AGREEMENT
Closing Agreement • August 7th, 2023 • Asset Entities Inc. • Services-prepackaged software

This Amended and Restated Closing Agreement (the “Agreement”), dated as of August 1, 2023 (the “Issue Date”), is entered into between Asset Entities Inc., a Nevada corporation (the “Company”), and TRITON FUNDS LP, a Delaware limited partnership (the “Investor” and, together with the Company, the “Parties” and, each, individually, a “Party”).

Contract
Closing Agreement • January 15th, 2020

under subtitle E and chapter 75, sub- title F, of the Internal Revenue Code of 1954 (or under the corresponding provi- sions of the Internal Revenue Code of 1939), a single bond will not be accepted in lieu of two or more bonds except as provided in the regulations in sub- chapter E of this chapter (Alcohol, To- bacco, and Other Excise Taxes).

CLOSING AGREEMENT
Closing Agreement • January 28th, 2022 • First Real Estate Investment Trust of New Jersey • Real estate investment trusts

THIS CLOSING AGREEMENT (this “Agreement”), is effective as of January 7, 2022 (the “Effective Date”), by and among WestFREIT Corp. (“Westridge Owner”), Damascus Centre, LLC (“Damascus Owner”), and Grande Rotunda, LLC (“Rotunda Owner”; each also individually and collectively “Seller”; and MCB Acquisition Company LLC (“MCB”), MCB Westridge LLC (“MCB Westridge”), MCB Damascus LLC (“MCB Damascus”), and MCB Rotunda Owner LLC (“MCB Rotunda”; also individually and collectively, “Purchaser”).

Contract
Closing Agreement • October 30th, 2013
Administrative, Procedural, and Miscellaneous
Closing Agreement • September 10th, 2021
CLOSING AGREEMENT
Closing Agreement • March 31st, 2006 • Ilx Resorts Inc • Real estate dealers (for their own account)

This Closing Agreement ("Closing Agreement") is made and entered into as of the Closing of the New Escrow referenced in Paragraph 1 of the New Agreement dated April 1, 2005 ("New Agreement"). This Closing Agreement is by and between VCA Nevada Incorporated (VCA), ILX Resorts Incorporated (ILX), Carol Colombo (Colombo) and Streets Las Vegas, L.L.C. ("Streets").

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Contract
Closing Agreement • August 17th, 2020
CLOSING AGREEMENT
Closing Agreement • May 5th, 2016 • Gastar Exploration Inc. • Crude petroleum & natural gas

This Closing Agreement (this “Agreement”) is made and entered into this 16th day of December, 2015, by and among HUSKY VENTURES, INC., an Oklahoma corporation (“Husky”), SILVERSTAR OF NEVADA, INC., a Nevada corporation (“Silverstar”), MAXIMUS EXPLORATION, LLC, an Oklahoma limited liability company (“Maximus”), and ATWOOD ACQUISITIONS, LLC, an Oklahoma limited liability company (“Atwood”, and together with Husky, Silverstar and Maximus, collectively, “Sellers” and each, a “Seller”) and GASTAR EXPLORATION INC., a Delaware corporation (“Buyer”). Capitalized terms used herein that are not otherwise defined herein shall have the meaning ascribed to such terms in the PSA.

CCA_2009081909505037
Closing Agreement • October 19th, 2009
CLOSING AGREEMENT WITH RESPECT TO SPECIFIC MATTERS
Closing Agreement • April 18th, 2024
Contract
Closing Agreement • September 16th, 2020
CLOSING AGREEMENT
Closing Agreement • October 31st, 2011 • CONSOL Energy Inc • Bituminous coal & lignite surface mining

This Closing Agreement (this “Agreement”) is made and entered into this 30th day of September, 2011, by and between CNX Gas Company LLC (“CONSOL”) and Noble Energy, Inc. (“Noble”). CONSOL and Noble are sometimes referred to herein as a “Party” and collectively as “Parties”. Capitalized terms used but not defined in this Agreement will have the meanings given to such terms in the Acquisition Agreement (defined below).

CLOSING AGREEMENT
Closing Agreement • November 22nd, 2016 • Gastar Exploration Inc. • Crude petroleum & natural gas

This Closing Agreement (this “Agreement”), dated as of November 18, 2016, is made and entered into by and between Gastar Exploration Inc., a Delaware corporation (“Seller”), and Red Bluff Resources Operating, LLC, a Delaware limited liability company (“Buyer”). Seller and Buyer are collectively referred to herein as the “Parties” and each, individually, as a “Party.”

ACTION ITEM:
Closing Agreement • September 15th, 2005
CLOSING AGREEMENT
Closing Agreement • November 17th, 2016 • Griffin-American Healthcare REIT IV, Inc. • Real estate investment trusts • California

THIS CLOSING AGREEMENT (this “Agreement”) is made effective as of the 11th day of November, 2016 by and between GAHC4 Lafayette LA ALF, LLC, a limited liability company organized under the laws of the State of Delaware (“Griffin Rosewood Buyer”), GAHC4 Lafayette LA MC, LLC, a limited liability company organized under the laws of the State of Delaware (“Griffin Cedar Buyer”, and collectively with Griffin Rosewood Buyer, “Griffin”), Colonial Oaks Master Tenant, LLC, a limited liability company organized under the laws of the State of Delaware (“Tenant”), Colonial Oaks Assisted Living Lafayette, LLC, a Delaware limited liability company (together with its successors and assigns, “Rosewood Subtenant”) and Colonial Oaks Memory Care Lafayette, LLC, a Delaware limited liability company (together with its successors and assigns, “Cedar Subtenant”, and collectively with Rosewood Subtenant, “Subtenant”).

CLOSING AGREEMENT 2
Closing Agreement • August 14th, 2013 • Graymark Healthcare, Inc. • Services-specialty outpatient facilities, nec • Oklahoma

THIS CLOSING AGREEMENT 2 (this “Agreement”) is made and entered into effective May 21, 2013, by and between Roy T. Oliver, an individual (hereinafter “Oliver”), Graymark Healthcare, Inc., an Oklahoma Corporation (“GRMH”), TSH Acquisition, LLC, a Delaware limited liability company (“TSH”), Foundation Healthcare Affiliates, LLC, an Oklahoma limited liability company (“FHA”), Foundation Surgical Hospital Affiliates, LLC, a Nevada limited liability company, and Foundation Surgery Affiliates, LLC, a Nevada limited liability company. Collectively, the above are sometimes referred to as the “Parties”. Collectively, Foundation Healthcare Affiliates, LLC, Foundation Surgical Hospital Affiliates, LLC, and Foundation Surgery Affiliates, LLC, are referred to as the “Foundation Entities”.

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