Establishing secure connection…Loading editor…Preparing document…

Contribution Agreement Between Urban Edge Properties LP

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

NEW JERSEY

BARGAIN AND SALE DEED

(WITH COVENANT OF GENERAL WARRANTY)

[One Individual to Two Individuals]

Control Number: NJ-024-78

I. TIPS ON COMPLETING THE FORMS

The form(s) in this packet may contain “form fields” created using Microsoft Word or Adobe Acrobat (".pdf" format). “Form fields” facilitate completion of the forms using your computer. They do not limit your ability to print the form “in blank” and complete with a typewriter or by hand.

It is also helpful to be able to see the location of the form fields. Go to the View menu, click on Toolbars, and then select Forms. This will open the Forms toolbar. Look for the button on the Forms toolbar that resembles a shaded letter "a". Click this button and the form fields will be visible.

By clicking on the appropriate form field, you will be able to enter the needed information. In some instances, the form field and the line will disappear after information is entered. In other cases, it will not. The form was created to function in this manner.

II. TIPS ON FILING THE FORMS

You will need to attach a completed copy of a Statement of True Consideration if the property is subject to the transfer fees provided in N.J.S.A. Section 46:15-7. For additional information see the following form and instructions:
http://www.state.nj.us/treasury/taxation/pdf/other_forms/lpt/rtfexempt.pdf

III. DISCLAIMER

These materials were developed by U.S. Legal Forms, Inc. based upon statutes and forms for the State of New Jersey. All information and Forms are subject to this Disclaimer:

All forms in this package are provided without any warranty, express or implied, as to their legal effect and completeness. Please use at your own risk. If you have a serious legal problem, we suggest that you consult an attorney in your state. U.S. Legal Forms, Inc. does not provide legal advice. The products offered by U.S. Legal Forms (USLF) are not a substitute for the advice of an attorney.

THESE MATERIALS ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF INTELLECTUAL PROPERTY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL U.S. LEGAL FORMS, INC. OR ITS AGENTS OR OFFICERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OR PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE MATERIALS, EVEN IF U.S. LEGAL FORMS, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Prepared by:

After Recording, Return to:

This Deed is made on the

BETWEEN

whose street address is:

referred to as the Grantor.

AND

whose street address is:

whose street address is:

referred to as the Grantees.

1. TRANSFER OF TITLE. The Grantor does hereby grant and convey the property described below to the Grantees as joint tenants with the right of survivorship as tenants in common. This transfer of ownership is made for the sum and consideration of $ ( Dollars). The Grantor acknowledges receipt of this money.

2. Tax Map Reference. (N.J.S.A. 46:15-1.1) Municipality of of Block No. Lot No.

No property tax identification number is available on the date of this Deed. (Check Box if Applicable.)

3. Property. The property consists of the land in the Municipality of County of and State of New Jersey. The legal description is:

See Legal Description Attached as Exhibit A incorporated by reference as though set forth in full

Legal Description:

Being the same land and premises conveyed to the Grantor by deed from dated and recorded in the Office of the County Clerk on (date) in Deed Book at Page

The street address of the Property is:

4. Promises by Grantor. The Grantor promises that Grantor will warrant generally the property hereby conveyed.

5. Signature. The Grantor signs this Deed as of date first above written.

Signature of Grantor

Type or Print Grantor's Name

STATE OF NEW JERSEY, COUNTY OF : ss:

I CERTIFY that on personally came before and acknowledged under oath, to my satisfaction, that this person (or if more than one, each person):

(a) is named in and personally signed this Deed.

(b) signed, sealed and delivered this Deed as his/her act and deed; and

(c) the full and actual consideration paid or to be paid for the transfer of title as defined by N.J..S.A.46:15-5, is $

Notary Public

EXHIBIT A

LEGAL DESCRIPTION

Enter text

What the Contribution Agreement Between Urban Edge Properties LP Is

A Contribution Agreement Between Urban Edge Properties LP is a legal contract documenting the transfer of assets, equity interests, or property into Urban Edge Properties LP by a contributor. It sets out the assets or interests being contributed, representations and warranties, indemnities, the effective date, and any consideration or allocation of partnership units. The agreement governs rights and obligations after the contribution, including tax treatment, closing mechanics, and conditions precedent such as required approvals or third-party consents. Parties commonly use it in mergers, real estate joint ventures, and corporate reorganizations to formalize transfers.

Why a Contribution Agreement Between Urban Edge Properties LP Matters

This agreement establishes clear legal terms for the transfer, allocates tax and liability risk, documents consideration, and memorializes closing conditions and deliverables to reduce disputes and support enforceability under governing law.

Why a Contribution Agreement Between Urban Edge Properties LP Matters

Who Typically Completes This Contribution Agreement

The document benefits any party that needs legal certainty over asset transfer terms, tax allocations, and post-closing responsibilities.

  • Private equity sponsors and investment managers reviewing economic allocations and representations.
  • Real estate operating companies transferring property or tenancy-in-common interests into the partnership.
  • General counsel and outside counsel coordinating approvals, consents, and closing deliverables.

Key Roles and Who Signs

General Counsel

In-house or outside counsel reviews representations, drafts the contribution mechanics, coordinates approvals, and often executes on behalf of the entity with signatory authority.

Authorized Signatory

An officer or manager with delegated authority signs on the contributor's behalf; confirm board resolutions or corporate certificates establishing that authority before execution.

Core Elements to Include in a Professional Contribution Agreement

A complete agreement organizes the transfer into discrete sections covering parties, assets, conditions, and post-closing covenants so stakeholders can identify obligations, risks, and remedies.

Parties

Full legal names and entity types for contributor, recipient (Urban Edge Properties LP), and any guarantors; include state of formation and business address for each party.

Assets Contributed

Clear description of real property, personal property, equity interests, contracts, and any excluded assets; attach exhibits, schedules, or legal descriptions as needed.

Consideration

Specify cash, partnership units, assumption of liabilities, or other consideration; define valuation methodology and adjustment mechanisms if applicable.

Representations & Warranties

Standard seller and buyer reps including title, authority, taxes, accuracy of schedules, and environmental matters; detail survival periods for each representation.

Conditions Precedent

List required approvals, third-party consents, permits, and clearances that must be satisfied or waived before closing.

Indemnities & Remedies

Define indemnification scope, caps, baskets, notice and cure procedures, and dispute resolution mechanisms such as arbitration or governing law.

Step-by-Step: Completing the Contribution Agreement Between Urban Edge Properties LP

Follow these sequential steps to prepare, review, and execute the contribution agreement with documentation and approvals in order.

  • 01
    Prepare Draft: Populate parties, assets, and consideration; attach schedules and exhibits.
  • 02
    Due Diligence: Confirm title, permits, tax status, and contractual consents.
  • 03
    Approvals: Obtain board, member, or lender consents and any third-party waivers.
  • 04
    Execute and Close: Sign with required witnesses/notary and exchange closing deliverables.

How Execution and Transfer Typically Work

This overview describes the typical flow from draft to closing and post-closing recordkeeping steps for a contribution into a real estate partnership.

  • Drafting: Prepare definitive agreement with exhibits and schedules.
  • Review: Legal, tax, and title reviews identify conditions and exceptions.
  • Signing: Authorized signatories execute; notary or witnesses added if required.
  • Post-Closing: Record instruments and update ownership registers and tax filings.

How to Configure an Online Completion Workflow

Set up the online workflow to match the transaction order, signer roles, and required verification steps before sending the document for signature.

Field Configuration
Signer Order Specify sequential or parallel signing
Authentication Choose email, SMS code, or KBA
Required Fields Set mandatory fields and conditional logic
Audit Capture Enable IP, timestamp, and certificate logging

Digital Signing and File Format Requirements

Ensure the system you use can export a final signed PDF with an appended audit trail and supports download for record retention.

  • File Types: PDF and DOCX supported
  • Integration: Connect with storage and CRM
  • Authentication: Support SMS, email, or KBA

Common Timelines and Deadlines to Watch

Track dates for the effective date, closing, recording, tax reporting, and delivery deadlines to avoid transfer defects or tax penalties.

Effective Date Entry:

Enter date clearly; affects rights and tax treatment

Closing Window:

Define a closing date or window for performance

Recording Deadline:

Record deeds or instruments promptly to protect title

Tax Reporting:

Report transfer per IRS rules; consult tax counsel

Condition Deadlines:

Specify cure periods for unmet conditions

Key Milestones from Agreement to Post-Closing

Numbered milestones guide transaction managers through critical checkpoints from signing to final record updates.

01

Draft Completion

Finalize agreement text and exhibits before due diligence

02

Approvals Secured

Obtain board, lender, and third-party consents

03

Execution and Notarization

Sign and notarize where required by jurisdiction

04

Recording and Updates

Record instruments and update ownership and tax records

Common Preparation Mistakes to Avoid

  • Vague asset descriptions that omit legal property descriptions or contract references, causing title issues or disputes at closing.
  • Failing to obtain required third-party consents or lender waivers before the closing date, which can delay or nullify the transfer.
  • Using unsigned or mismatched corporate resolutions for signatory authority, exposing the transaction to attack by counterparties.
  • Neglecting tax consequences and failing to obtain tax opinions where transfers carry material tax liabilities or reporting obligations.

Penalties and Legal Risks of an Incorrect Agreement

Tax Penalties: Incorrect reporting can trigger IRS penalties under IRC §6721
Title Risk: Unrecorded or defective transfers risk competing claims
Breach Liability: Failed reps or covenants can lead to indemnity claims
Invalid Execution: Missing notarization or authority may void the transfer
Delayed Closing: Unmet conditions can postpone or abort the transaction
Regulatory Exposure: Industry-specific noncompliance may invite fines

eSignature Vendor Pricing Comparison for Executing This Contribution Agreement

Comparison of common vendor pricing and feature markers to evaluate eSignature options for a high-value legal agreement. Verify vendor offerings and plan details directly with providers.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day trial Varies Varies Varies Varies
Bulk Send Yes (Premium) Varies Varies Varies Varies
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes (BAA available) Varies Varies Varies Varies
Envelope Cap No cap 100 envelopes/user/yr Varies Varies Varies

Security and Compliance Considerations for Electronic Execution

Encryption: TLS 1.2/1.3; AES-256 at rest
Certifications: SOC 2 Type II; ISO 27001
Regulatory: ESIGN and UETA compliant
HIPAA: BAA available when required
21 CFR Part 11: Supported for regulated records
Accessibility: WCAG 2.0 Level AA

Frequently Asked Questions About Execution and Validity

Answers to common questions about enforceability, signing authority, notarization, and platform choices for contribution agreements.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users