Fill and Sign the Enrollment Form Worth County R Iii

- 1 - EXCHANGE AGREEMENT This Agreement, made as of the day of (insert month), 20___, between __________ (referred to herein as "Owner"), and ________________ (referred to herein as "Exchangor"). WITNESSETH: WHEREAS , the Owner has executed a contract for the sale of certain real property located in _______, _______ County, ________. The contract is attached to this agreement as Exhibit A. The Owner desires to exchange the property covered by the contract for other real property of like kind within the meaning of I.R.C. § 1031 and to qualify the exchange as a nonrecognition transaction under I.R.C. § 1031. WHEREAS , Treas. Reg. § 1.1031(k)-1(g)(4) provides for a "qualified intermediary" safe harbor for determining whether a transaction qualifies as a like-kind exchange. It is the desire of the parties to this Exchange Agreement to meet the conditions of this safe harbor. WHEREAS , the parties to this Exchange Agreement desire to enter into an exchange agreement as required by Treas. Reg. § 1.1031(k) 1(g)(4) and to otherwise qualify the contemplated transactions under the qualified intermediary safe harbor provided in the above regulations. THEREFORE , in consideration of the mutual promises herein contained, Owner and Exchangor agree as follows: FIRST A. Assignment of Contract Rights to Transfer Relinquished Property. Owner hereby assigns to Exchangor all of the Owner's rights in the contract attached as Exhibit A. The purpose of the assignment of the contract rights is for the Exchangor to be treated as acquiring
As-of-right property, without being required to enter into a like kind exchange, if it receives notice of a pending such exchange (, with a date) and if the exchanger agrees to exchange for the property within 6 months from the date of the notice (the date which is the “qualified exchange start-up date"). B. Exchange agreement. By this agreement, both parties covenant that, when the qualified exchange start-up date is reached, no later than within 30 days, the exchanger has entered into an exchange with the property described in (i) herein and (ii) in, sub-item of this agreement, and that the property sold is the equal to, or greater than, for a like-kind exchange, the property described in (i), (ii) and (iii) and any property described therein which was previously acquired by, or exchanged or transferred with, the exchanger from owner. C. Transfer of exchanges. When the qualified exchange start-up date is reached, the exchanger provides owner and purchaser with written information of the property described in (i) hereof, the property to be exchanged and the date of the qualified exchange start-up date. The purchaser then provides a copy of its agreement to sell to the exchanger and owner. It is understood that the proceeds of the sale, minus buyer's costs, (if any) and the exchanger's payment of the sum in its possession to the recipient, are to be transferred subject to the conditions hereof. D. Prepayment of exchange costs. The exchanger agrees to pay to purchaser all costs and expenses or, to the contrary thereof, to the extent required by law and to the extent it is possible to do so. E. Exchange proceeds. Any gain or other amount from, the sale, conveyance or exchange of the property described in (i)hereof, which is not required by law to be paid, credited, deferred or made good to owner, and any excess of the proceeds of such sale (after the receipt of such payment, credit and expenses as agreed upon herein) over the net realized value of the property described in (i) hereof, shall be paid out of the proceeds of the sale or conveyance of the property described in (i) hereof, as determined hereunder by the amount of gain arising from the exchange, the exchanger is entitled to receive. F. Notice of exchange. It is the intention of the parties to this exchange.