Application of “Traditional Method. Notwithstanding any provision of the Partnership Agreement, the Partnership shall use the “traditional method” under Regulations § 1.704-3(b) for purposes of making all allocations under Section 704(c) of the Code with respect to the properties contributed to the Partnership in connection with the initial public offering of the REIT’s shares of common stock.
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Samples: Tax Protection Agreement (US Federal Properties Trust Inc.), Contribution Agreement (US Federal Properties Trust Inc.), Agreement and Plan of Merger (Dupont Fabros Technology, Inc.)
Application of “Traditional Method. Notwithstanding any provision of the Partnership Agreement, the Partnership shall use the “traditional method” under Regulations § Treasury Regulation Section 1.704-3(b) for purposes of making all allocations under Section 704(c) of the Code with respect to the Protected Properties and all other properties contributed acquired by the Partnership pursuant to the Partnership in connection Transaction Agreements (with no “curative allocation” to offset the initial public offering effects of the REIT’s shares “ceiling rule,” including upon any sale of common stocksuch a property).
Appears in 6 contracts
Samples: Tax Protection Agreement (Empire State Realty Trust, Inc.), Tax Protection Agreement (Empire State Realty OP, L.P.), Tax Protection Agreement (Empire State Realty OP, L.P.)
Application of “Traditional Method. Notwithstanding any provision of the Partnership Agreement, the Partnership shall use the “traditional method” under Regulations § 1.704-3(b) for purposes of making all allocations under Section 704(c) of the Code (with respect no “curative allocation” to offset the properties contributed to the Partnership in connection with the initial public offering effects of the REIT’s shares “ceiling rule,” including upon any sale of common stocka Protected Property).
Appears in 2 contracts
Samples: Tax Protection Agreement (Cogdell Spencer Inc.), Tax Protection Agreement (Cogdell Spencer Inc.)
Application of “Traditional Method. Notwithstanding any provision of the Partnership Operating Agreement, the Partnership shall use the “traditional method” under Regulations § §1.704-3(b) for purposes of making all allocations under Section 704(c) of the Code with respect to the properties contributed Contributed Assets (with no “curative allocations” to offset the Partnership in connection with the initial public offering effects of the REIT’s shares “ceiling rule,” including upon any sale of common stocka Protected Property or Gain Limitation Property).
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Application of “Traditional Method. Notwithstanding any provision of the Partnership Agreement, the Partnership shall use the “traditional method” under Regulations § 1.704-3(b) for purposes of making all allocations under Section 704(c) of the Code (with respect no “curative allocations” to offset the properties contributed to the Partnership in connection with the initial public offering effects of the REIT’s shares “ceiling rule,” including upon any sale of common stocka Protected Property or Gain Limitation Property).
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