Adjustments to Gross Asset Value Sample Clauses

Adjustments to Gross Asset Value. The Manager shall adjust the Gross Asset Value of the Company’s assets to fair market value in accordance with Treasury Regulation Section 1.704-1(b)(2)(iv)(f) upon the occurrence of any of the events set forth in Treasury Regulation Section 1.704-1(b)(2)(iv)(f)(v) and as of the following times: (a) immediately prior to the issuance of Equity Securities in the Company; (b) immediately after the acquisition of an interest in the Company through the exercise of a noncompensatory option (as defined in Treasury Regulation 1.721-2(g)); (c) in connection with the Distribution by the Company to a Member of more than a deminimis amount of Company assets, including cash, as consideration for an interest in the Company; (d) the liquidation of the Company within the meaning of Treasury Regulation Section 1.704-1(b)(2)(ii)(g); and (e) immediately prior to the incorporation of the Company in connection with a Public Offering.
Sample 1Sample 2
AutoNDA by SimpleDocs
Adjustments to Gross Asset Value. The Gross Asset Value of the Company’s assets shall be adjusted to fair market value in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(f) as of the following times: (a) at the Board’s discretion (acting reasonably) in connection with the issuance of Membership Interests in the Company for a more than de minimis Capital Contribution to the Company; (b) at the Board’s discretion (acting reasonably) in connection with the distribution by the Company to a Person of more than a de minimis amount of the Company assets, including money as consideration for a Membership Interests in the Company; (c) at the Board’s discretion (acting reasonably) in connection with the issuance of Membership Interests in the Company (other than a de minimis interest) as consideration for the provision of services to or for the benefit of the Company by an existing Member acting in a Member capacity, or by a new Member acting in a Member capacity or in anticipation of being a Member; and (d) the liquidation of the Company within the meaning of Treasury Regulations Section 1.704 1(b)(2)(ii)(g).
Sample 1
Adjustments to Gross Asset Value. If the Gross Asset Value of any Company asset is adjusted pursuant to the terms of this Agreement, the Capital Account of the Members shall be adjusted to reflect the manner in which the unrealized gain or loss inherent in such asset would have been allocated among the Members pursuant to Section 3.03 had there been a taxable disposition of such asset for such adjusted Gross Asset Value, and items of Company income, gain, loss or deduction with respect to such asset thereafter shall be specially allocated among the Members to take account of any variation between the adjusted tax basis of such asset and its adjusted Gross Asset Value, in the same manner as under Section 704(c) of the Code and the Treasury Regulations thereunder.
Sample 1

Related to Adjustments to Gross Asset Value

  • Gross Asset Value The term "Gross Asset Value" means, with respect to any asset, the asset's adjusted basis for federal income tax purposes, except as follows:

  • Adjustments to Capital Accounts At the end of each Fiscal Period, the Capital Accounts of the Partners shall be adjusted in the following manner:

  • Adjustments to Purchase Price The Purchase Price shall be adjusted as follows:

  • CALCULATION OF NET ASSET VALUE U.S. Trust will calculate the Fund's daily net asset value and the daily per-share net asset value in accordance with the Fund's effective Registration Statement on Form N-2 (the "Registration Statement") under the Securities Act of 1933, as amended (the "Securities Act"), including its current prospectus. If so directed, U.S. Trust shall also calculate daily the net income of the Fund

  • Equitable Adjustments to Prices Whenever any provision of this Indenture requires the Company to calculate the average of the Last Reported Sale Prices, or any function thereof, over a period of multiple days (including to calculate the Stock Price or an adjustment to the Conversion Rate), or to calculate Daily VWAPs over an Observation Period, the Company will make proportionate adjustments, if any, to such calculations to account for any adjustment to the Conversion Rate pursuant to Section 5.05(A)(i) that becomes effective, or any event requiring such an adjustment to the Conversion Rate where the Ex-Dividend Date or effective date, as applicable, of such event occurs, at any time during such period or Observation Period, as applicable.

  • Adjustments to Tax Basis In the event of adjustment to the adjusted tax basis of Partnership property under Code Sections 732, 734 or 743, the capital accounts of the Partners shall be adjusted to the extent provided in Treasury Regulation Section 1.704-1(b)(2)(iv)(m).

  • Determination of Net Asset Value The Trustees shall cause the Net Asset Value of Shares of each Series or Class to be determined from time to time in a manner consistent with applicable laws and regulations. The Trustees may delegate the power and duty to determine Net Asset Value per Share to one or more Trustees or officers of the Trust or to a custodian, depository or other agent appointed for such purpose. The Net Asset Value of Shares shall be determined separately for each Series or Class at such times as may be prescribed by the Trustees or, in the absence of action by the Trustees, as of the close of regular trading on the New York Stock Exchange on each day for all or part of which such Exchange is open for unrestricted trading.

  • Adjustments to Exchange Ratio The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

  • Market Value Adjustment 16 3.07 Transfer of Current Value from the Funds or AG Account ............ 17 3.08 Notice to the Certificate Holder .................................. 18 3.09 Loans ............................................................. 18 3.10 Systematic Withdrawal Option (SWO) ................................ 18 3.11

  • True-Up Adjustments From time to time, until the Retirement of the Recovery Bonds, the Servicer shall identify the need for True-Up Adjustments and shall take all reasonable action to obtain and implement such True-Up Adjustments, all in accordance with the following:

Time is Money Join Law Insider Premium to draft better contracts faster.