An apartment cooperative will typically involved a corporation renting apartments to people who are also owners of stock in the corporation. The apartment complex is owned by the corporation.
Two basic documents are ordinarily involved in the transfer of a member's or stockholder's interest in a cooperative apartment corporation: (1) an agreement for the purchase and sale of the proprietary lease and the appurtenant membership or stock; and (2) the instrument of assignment.
The agreement of purchase and sale is similar in format to an agreement for the sale of real property. The seller agrees to assign all rights under the proprietary lease covering the unit, and to sell the membership or stock in the corporation. The seller also agrees to procure the consent of the corporation to the transfer if this is required in the proprietary lease. The purchaser agrees to pay the purchase price and to submit references to the corporation and otherwise cooperate in procuring its consent to the transfer, and also promises to execute an agreement in a form approved by the corporation by which the purchaser assumes and agrees to be bound by all covenants and conditions of the proprietary lease.
The instrument of assignment does not differ materially from an ordinary assignment of a lease of real property, except that the assignor's interest in the membership or stock in the corporation is assigned together with interests under the proprietary lease. Ordinarily, the assignor declares that there are no liens or other claims outstanding against the lease or the shares to be assigned, that there are no undischarged bankruptcy proceedings or unsatisfied judgments or tax liens outstanding against the assignor, and that the assignor has full right and authority to assign the lease and shares.
Title: Understanding the Utah Agreement to Assign Proprietary Lease of Cooperative Apartment and Membership Keywords: Utah Agreement, Assign Proprietary Lease, Cooperative Apartment, Membership, Cooperative Housing, Property Rights Introduction: In Utah, the Agreement to Assign Proprietary Lease of Cooperative Apartment and Membership is a legally binding document that governs the transfer of rights and obligations between the assignor and assignee in the cooperative housing sector. This comprehensive agreement ensures the smooth transition of cooperative apartment ownership and membership while protecting the interests of all parties involved. Types of Utah Agreement to Assign Proprietary Lease of Cooperative Apartment and Membership: 1. Individual-to-Individual Assignment: This type of agreement involves an individual member of the cooperative assigning their proprietary lease and membership rights to another individual within the cooperative housing community. It outlines the terms and conditions for the transfer of these rights, ensuring a smooth handover. 2. Developer-to-Buyer Assignment: In situations where a cooperative apartment is being sold by the developer to a buyer, this type of agreement comes into play. It outlines the terms under which the proprietary lease and membership rights are assigned from the developer to the buyer, ensuring a legally sound transaction. 3. Estate Assignment: In the unfortunate event of the death of a cooperative apartment owner and member, the estate assignment agreement is utilized. It enables the transfer of the deceased person's proprietary lease and membership rights to the designated beneficiary or heir, as outlined in their estate plan or will. Key Elements of the Agreement: 1. Cooperative Apartment Information: The agreement includes detailed information about the cooperative apartment being assigned, such as the address, unit number, and any relevant specifications or limitations. 2. Parties Involved: The document specifies the assignor (current leaseholder and member) and the assignee (prospective leaseholder and member), clearly identifying each party's rights, responsibilities, and contact information. 3. Terms and Conditions: The agreement outlines the terms of the assignment, including the effective date, duration of the lease, renewal options, and any restrictions or conditions imposed by the cooperative housing association. 4. Transfer of Proprietary Lease and Membership Rights: It clearly states that the assignor is transferring their proprietary lease and membership rights to the assignee, ensuring legal ownership of the cooperative apartment and the associated rights and privileges. 5. Responsibilities and Obligations: The document defines the assignee's obligations, including the payment of cooperative fees, maintenance responsibilities, adherence to cooperative bylaws, and compliance with any rules or regulations set forth by the cooperative housing association. 6. Indemnification and Liabilities: The agreement protects both parties by establishing provisions for indemnification, limiting liabilities in case of disputes, damages, or breaches of the cooperative's rules and regulations. 7. Governing Law: It specifies that the agreement is governed by the laws of Utah, ensuring that any disputes or conflicts will be resolved based on the state's legal framework. Conclusion: The Utah Agreement to Assign Proprietary Lease of Cooperative Apartment and Membership is a crucial legal instrument for the transfer and assignment of cooperative housing rights and responsibilities. Understanding the various types and key elements of this agreement ensures a seamless transition while safeguarding the interests of all parties involved.
