Allocated Asset Value. The Sellers and the Buyer hereby agree that the Gross Asset Value plus each of the “Gross Asset Values” (as defined in each of the Other PSAs) shall be allocated among the Transferred Assets and the Other PSA Assets as set forth on Schedule 2.6 attached hereto (as to each Transferred Asset and the Other PSA Assets (as applicable) the “Allocated Asset Value”), for federal, state, local and foreign Tax purposes in accordance with applicable U.S. federal Tax laws and analogous provisions of state, local and foreign Tax laws. The Sellers and the Buyer shall file all Tax returns and related Tax documents consistent with such allocations, as such allocations may be reallocated pursuant to the provision of this Section 2.6 or otherwise adjusted by agreement of the parties hereto.
Appears in 30 contracts
Samples: Purchase and Sale Agreement (Duke Realty Limited Partnership/), Purchase and Sale Agreement (Duke Realty Limited Partnership/), Purchase and Sale Agreement (Duke Realty Limited Partnership/)
Allocated Asset Value. The Sellers and the Buyer hereby agree that the Gross Asset Value plus each of the “Gross Asset Values” (as defined in each of the Other PSAs) shall be allocated among the Transferred Assets Assets, the Platform, the LLC Interests and the Other PSA Assets as set forth on Schedule 2.6 attached hereto (as to each Transferred Asset Asset, the Platform, the LLC Interests and the Other PSA Assets (as applicable) ), the “Allocated Asset Value”), ) for federal, state, local and foreign Tax purposes in accordance with applicable U.S. federal Tax laws and analogous provisions of state, local and foreign Tax laws. The Sellers and the Buyer shall file all Tax returns and related Tax documents consistent with such allocations, as such allocations may be reallocated pursuant to the provision of this Section 2.6 or otherwise adjusted by agreement of the parties hereto.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Healthcare Trust of America Holdings, LP), Purchase and Sale Agreement (Duke Realty Limited Partnership/)