- 3 - the sale and performance of certain work on RPDS. The closing took place November 4, 1988, and on that date petitioner and Ms. St. Laurent transfered RPDS to the Labbes for $1,880,000. As part of the closing, the sale agreement was amended (amendment) to provide procedures by which an exchange of properties would be effected. The amendment provided in pertinent part: In lieu of the terms of sale described above in this Agreement, the Sellers may, at their exclusive option, designate one or more properties (the "Exchange Property") to be acquired by Buyer and exchanged with the Sellers for the Property to be transferred hereunder in a manner intended to qualify as a tax free exchange of properties under Section 1031 of the United States Internal Revenue Code of 1986, as amended (the "Exchange"). Buyer makes no representation that the Exchange will qualify under Section 1031 of the U.S. Internal Revenue Code of 1986, as amended. Buyer agrees to cooperate with the Sellers in the purchase of the Exchange Property designated by the Sellers, including negotiation for the purchase of the Exchange Property; to execute, but not otherwise prepare, contracts, documents and instruments as requested in writing by the Sellers; to purchase the Exchange Property designated by the Sellers; and to execute all other documents necessary to consummate the Exchange as reasonably requested in writing by the * * * Sellers. Buyer shall have no obligation to find or select the Exchange Property; shall not be responsible for the negotiation of the terms of such acquisition or the preparation of the documents containing such terms; shall not be responsible for the failure of such purchase of the Exchange Property to be fully closed or settled; shall not be required to advance any funds on behalf of the Exchange prior to the settlement hereunder; and shall not be required to advance any funds above the purchase price of the Property and other sums otherwise payable by Purchaser hereunder for the Property, as a result of any such Exchange. The Exchange shall be accomplished by any of the following methods, at the sole option of the Sellers: * * * * * * *Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 Next
Last modified: May 25, 2011