Common use of Basis Adjustment Clause in Contracts

Basis Adjustment. For purposes of this Agreement, as a result of an Exchange, each Operating Group Entity shall be deemed to be entitled to a Basis Adjustment for each of its Adjusted Assets with respect to the Corporation, the amount of which Basis Adjustment shall be the excess, if any, of (i) the sum of (x) the Amount Realized by the Applicable Member in the Exchange, to the extent attributable to such Adjusted Asset, plus (y) the amount of payments made pursuant to this Agreement with respect to such Exchange, to the extent attributable to such Adjusted Asset, over (ii) the Corporation’s share of the Operating Group Entity’s Tax basis for such Adjusted Asset immediately after the Exchange, attributable to the Operating Partnership Units Exchanged, determined as if (x) the Operating Group Entity remains in existence as an entity for tax purposes, and (y) the Operating Group Entity had not made the election provided by section 754 of the Code. For the avoidance of doubt, payments made under this Agreement shall not be treated as resulting in a Basis Adjustment to the extent such payments are treated as Imputed Interest.

Basis Adjustment. For purposes of this Agreement, as a result of an Exchangea Redemption, each Operating Group Entity LLC shall be deemed to be entitled to a Basis Adjustment for each of its Adjusted Assets with respect to the CorporationINC, the amount of which Basis Adjustment shall be the excess, if any, of (i) the sum of (x) the Amount Realized by the Applicable Member in the ExchangeRedemption, to the extent attributable to such Adjusted Asset, plus (y) the amount of payments made pursuant to this Agreement with respect to such ExchangeRedemption, to the extent attributable to such Adjusted Asset, over (ii) the CorporationINC’s share of the Operating Group EntityLLC’s Tax basis for such Adjusted Asset immediately after the ExchangeRedemption, attributable to the Operating Partnership Class A Units ExchangedRedeemed, determined as if (x) the Operating Group Entity LLC remains in existence as an entity for tax purposes, and (y) the Operating Group Entity LLC had not made the election provided by section 754 of the Code. For the avoidance of doubt, payments made under this Agreement shall not be treated as resulting in a Basis Adjustment to the extent such payments are treated as Imputed Interest.

Basis Adjustment. For purposes of this Agreement, as a result of an Exchange, each Operating Group Entity the Partnership shall be deemed to be entitled to a Basis Adjustment for each of its Adjusted Assets with respect to Feeder and/or the Corporation, the amount of which Basis Adjustment shall be the excess, if any, of (i) the sum of (x) the Amount Realized by the Applicable Member Partner in the Exchange, to the extent attributable to such Adjusted Asset, plus (y) the amount of payments made pursuant to this Agreement with respect to such Exchange, to the extent attributable to such Adjusted Asset, over (ii) Feeder’s and/or the Corporation’s share of the Operating Group EntityPartnership’s Tax basis for such Adjusted Asset immediately after the Exchange, attributable to the Operating Partnership Common Units Exchanged, determined as if (x) the Operating Group Entity Partnership remains in existence as an entity for tax purposes, and (y) the Operating Group Entity Partnership had not made the election provided by section 754 of the Code. For the avoidance of doubt, payments made under this Agreement shall not be treated as resulting in a Basis Adjustment to the extent such payments are treated as Imputed Interest.