Common use of Contributed Property and Book-Ups Clause in Contracts

Contributed Property and Book-Ups. In accordance with IRC Section 704(c) and the Regulations thereunder, including Regulation Section 1.704-1(b)(2)(iv)(d)(3), income, gain, loss and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f), subsequent allocations of income, gain, loss and deduction with respect to the asset shall take account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Section 704(c) and the Regulations thereunder. The parties hereto agree to use the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Section 704(c) allocations.

Appears in 2 contracts

Samples: Operating Agreement (InSight Imaging Services Corp.), Operating Agreement (InSight Imaging Services Corp.)

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Contributed Property and Book-Ups. In accordance with IRC Code Section 704(c) and the Regulations thereunder, including Regulation Section 1.704-1(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f), subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Code Section 704(c) and the Regulations thereunder. The parties hereto agree to use the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Code Section 704(c) allocations.

Appears in 2 contracts

Samples: Operating Agreement (Titan Corp), Operating Agreement (L-3 Communications InfraredVision Technology CORP)

Contributed Property and Book-Ups. In accordance with IRC Code Section 704(c) and the Regulations thereunder, including Regulation Section 1.704-1(b)(2)(iv)(d)(3l(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders Members so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value Adjusted Book Value of any Company asset is adjusted under Regulation Regulations Section 1.704-1(b)(2)(iv)(f), subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value Adjusted Book Value in the manner required under IRC Code Section 704(c) and the Regulations thereunder. The parties hereto agree to use thereunder as determined by the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Section 704(c) allocationsBoard.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Concha Y Toro Winery Inc)

Contributed Property and Book-Ups. In accordance with IRC Section 704(c704(C) and the Regulations thereunder, including Regulation Section 1.704l.704-1(b)(2)(iv)(d)(3l(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(fl(b)(2)(iv)(f), subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Section 704(c704(C) and the Regulations thereunder. The parties hereto agree to use the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Section 704(c704(C) allocations.

Appears in 1 contract

Samples: Member Managed Operating Agreement (O Gara Co)

Contributed Property and Book-Ups. In accordance with IRC Code Section 704(c) and the Regulations thereunder, including Regulation Section 1.704-1(b)(2)(iv)(d)(3l(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f1.7041 (b)(2)(iv)(f), subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Code Section 704(c) and the Regulations thereunder. The parties hereto agree to use the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Code Section 704(c) allocations.

Appears in 1 contract

Samples: Operating Agreement (Natex Corp/Ut)

Contributed Property and Book-Ups. In accordance with IRC Section 704(c) and the Regulations thereunder, including Regulation Section 1.704-1(b)(2)(iv)(d)(3l(b)(2)(iv)(d)(3), income, gain, loss and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f), subsequent allocations of income, gain, loss and deduction with respect to the asset shall take account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Section 704(c) and the Regulations thereunder. The parties hereto agree to use the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Section 704(c) allocations.

Appears in 1 contract

Samples: Operating Agreement (InSight Imaging Services Corp.)

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Contributed Property and Book-Ups. In accordance with IRC Code Section 704(c) and the Regulations thereunder, including as well as Regulation Section 1.704-1(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders Members so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution contribution (or deemed Contributioncontribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f)as provided herein, subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take account of any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Code Section 704(c) and using the “traditional method” described in the Regulations thereunder. The parties hereto agree to use the traditional method with curative allocations, as described in Regulation Section 1.704-3(c), for making IRC Section 704(c) allocations.

Appears in 1 contract

Samples: Operating Agreement (Terra Investment Fund LLC)

Contributed Property and Book-Ups. In accordance with IRC Code Section 704(c) and the Regulations thereunder, including Regulation Section 1.704-1(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed demand contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders Members so as to take into account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution (or deemed Contribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f), subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take into account any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Code Section 704(c) and the Regulations thereunder. The parties hereto agree to use the traditional Board shall select a method with curative allocations, as described in Regulation Section 1.704-3(c), 3 for making IRC Section 704(c) allocations.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Techniclone Corp/De/)

Contributed Property and Book-Ups. In accordance with IRC Code Section 704(c) and the Treasury Regulations thereunder, including Regulation as well as Treasury Regulations Section 1.704-1(b)(2)(iv)(d)(3), income, gain, loss loss, and deduction with respect to any property contributed (or deemed contributed) to the Company shall, solely for tax purposes, be allocated among the Interest Holders so as to take account of any variation between the adjusted basis of the property to the Company for federal income tax purposes and its fair market value at the date of Contribution contribution (or deemed Contributioncontribution). If the adjusted book value of any Company asset is adjusted under Regulation Section 1.704-1(b)(2)(iv)(f)as provided herein, subsequent allocations of income, gain, loss loss, and deduction with respect to the asset shall take account of any variation between the adjusted basis of the asset for federal income tax purposes and its adjusted book value in the manner required under IRC Code Section 704(c) and the Treasury Regulations thereunder. The parties hereto agree to use Allocations under this Section 9.5(g) are solely for the traditional method with curative allocationspurpose of federal, as described state, and local taxes, and shall not be taken into account in Regulation Section 1.704-3(c), for making IRC Section 704(c) allocationsdetermining any Interest Holder's Capital Account and allocable share of Profits and Losses.

Appears in 1 contract

Samples: Operating Agreement (Prime Hospitality Corp)

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