Tax Free Exchange definition

Tax Free Exchange means an exchange of stock that would result in no tax consequences to the holding company, the stock savings institution, and its stockholders under State or federal law.

Tax Free Exchange means that, in connection with any proposed transfer and assumption of indebtedness under either series of Notes of the type envisaged by Article IV of this Indenture, (i) no gain or loss will be recognized by Holders of such Notes for United States federal income tax purposes and no capital gain will arise for United Kingdom tax purposes as a direct result of such transfer; (ii) no transfer or similar taxes will be imposed on Holders of such Notes under the laws of the United States or the United Kingdom as a direct result of such transfer; and (iii) such series of Notes will continue to be classified as debt and will not be classified as equity for United States federal income tax purposes.

Tax Free Exchange has the meaning set forth in Section 3.5.

Examples of Tax Free Exchange in a sentence

• Seller shall indemnify Purchaser and hold Purchaser harmless from any and all actual out of pocket third party costs, damages, claims, liabilities or expenses (including without limitation, court costs and reasonable attorneys’ fees and disbursements) incurred by Purchaser solely in connection with any exercise by Seller of any of its rights under this Section 10.13 to designate any Interest as part of a Tax Free Exchange.

• In no event shall Seller’s consummate of a Tax Free Exchange be a condition to Closing or delay or postpone the Closing.

• To finance the construction of Fortner Manor, NBC, through its president Reverend Zebadee Bridges and secretary Reverend Willie Gable, entered into three agreements with HUD onSeptember 29, 1999.

• Seller shall indemnify, defend and hold Buyers harmless from and against any and all losses that may be incurred by Buyer in connection with Seller’s use of the transaction as a Tax Free Exchange.

• Seller shall pay for all fees, costs and expenses in connection with the Tax-Free Exchange, and shall indemnify and hold harmless the Purchaser Indemnitees in accordance with XV from and against any Indemnification Loss incurred by any Purchaser Indemnitee arising from or in connection with Purchaser’s cooperating with Seller’s Tax Free Exchange.

More Definitions of Tax Free Exchange

Tax Free Exchange. Notwithstanding the provisions contained above relating to the sale of the Property, the parties acknowledge the possible desire and intention of Seller, if possible, to exchange the Property for property of a like kind or to utilize proceeds from a conveyance of other property in an exchange qualifying as a tax free exchange under Section 1031 of the Internal Revenue Code of 1986 (as amended), Purchaser and Seller shall each cooperate fully to implement such exchange as hereinafter provided (at no additional expense to the other party).

Tax Free Exchange has the meaning set forth in Section 3.5 of this Agreement.

Tax Free Exchange means shall mean an exchange of stock which that would result in no tax

Tax Free Exchange shall have the meaning set forth in Section 8.05(d). -----------------

Tax Free Exchange. Seller acknowledges that Buyer may be acquiring the real estate herein by way of a tax‐free exchange. Seller agrees to cooperate with Buyer in effectuating a tax‐free exchange, provided that all costs incurred by Seller in doing so shall be paid by Xxxxx. Buyer acknowledges that Seller may be selling the real estate herein by way of a tax‐free exchange. Xxxxx agrees to cooperate with Seller in effectuating a tax‐free exchange, provided that all costs incurred by Xxxxx in doing so shall be paid by Xxxxxx. NOTICE: Notices may be served by either party by Regular Mail, and all notices may be served upon the Seller:

Tax Free Exchange. Each party shall cooperate fully with the other party in connection with any tax-free exchange the party or party’s assignees desire to complete. Neither party shall be charged with any additional expense as a result of cooperating with an exchange transaction for the other party. Each party shall indemnify and hold the other party harmless from any liability incurred by the other party as a result of that other party cooperation in the tax-free exchange.

Tax Free Exchange. Purchaser unxxxxxxxds that Sellers are contemplating an Internal Revenue Code Section 1031 tax-free exchange. Accordingly, Purchaser hereby acknowledge Sellers' rights under this Contract may be assigned to a qualified intermediary of Sellers' choice for the purpose of completing such an exchange. Purchaser agrees to cooperate with Sellers and the qualified intermediary in a manner necessary to complete the exchange. In the event Sellers assign their rights under this agreement to a qualified intermediary and Purchaser receive written notice of Sellers' assignment, Purchaser hereby agrees to acknowledge in writing that Purchaser has been so notified. Furthermore, if Purchaser has received written notice of an assignment by Sellers, Purchaser shall, at the Closing, make any payments due to Sellers under this agreement to the qualified intermediary to whom Sellers assigned their rights under this Contract, and Purchaser shall accept from Sellers a Quit Claim Deed as provided for herein conveying title to the property to Purchaser. Purchaser hereby agrees to execute any and all other documents or sign any and all other statements reasonably requested by Sellers in order to assist Sellers and the qualified intermediary in a manner necessary to complete the said exchange, provided that Purchaser shall not be required to incur any additional expense, nor undertake any other obligations, nor accept title to any property other than the subject real property in order to effect such exchange. Any warranties that may be expressed in this agreement shall remain and be enforceable among the parties executing this document and any assignee of Sellers.