Common use of Class B Member Capital Contributions in Excess of Appraised Value Clause in Contracts

Class B Member Capital Contributions in Excess of Appraised Value. Notwithstanding anything else to the contrary within this Agreement or the Equity Capital Contribution Agreement, in the event that the Fair Market Value of Facilities, as determined pursuant to a Subsequent Facility Appraisal, is less than the Purchase Price for such Facilities as determined under the MESPA, then for purposes of this Agreement: (a) The portion of the Initial Funding Date Contributions and True Up Funding Date Contributions of the Class B Member equal to such excess shall not be treated as a Capital Contributions made by the Class B Member for any purpose under this Agreement, and any return of all or any portion of such amount pursuant to Section 5.1(b) shall not be treated as a distribution, including, in each case, for purposes of calculating and maintaining Capital Accounts. (b) The Company shall not treat any such excess amount as having been paid for, or creating any tax basis in, any Facility or another other asset for federal income tax purposes. (c) The Company shall not take any Depreciation in respect of that excess amount.

Class B Member Capital Contributions in Excess of Appraised Value. Notwithstanding anything else to the contrary within this Agreement or the Equity Capital Contribution Agreement, in the event that the Fair Market Value of Facilities, as determined pursuant to a Subsequent Facility Appraisal, is less than the Purchase Price for such Facilities as determined under the MESPAMESPSA, then for purposes of this Agreement: (a) The portion of the Initial Funding Date Contributions and True Up Funding Date Contributions of the Class B Member equal to such excess shall not be treated as a Capital Contributions made by the Class B Member for any purpose under this Agreement, and any return of all or any portion of such amount pursuant to Section 5.1(b) shall not be treated as a distribution, including, in each case, for purposes of calculating and maintaining Capital Accounts. (b) The Company shall not treat any such excess amount as having been paid for, or creating any tax basis in, any Facility or another other asset for federal income tax purposes. (c) The Company shall not take any Depreciation in respect of that excess amount.