Common use of Deficit Restoration Obligation Clause in Contracts

Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be considered “recourse” indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to or greater than the sum of the amounts subject to a DRO of all Protected Partners and other partners in the Partnership. The deficit restoration obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to the aggregate DRO Amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation are met.

Appears in 8 contracts

Samples: Tax Protection Agreement (US Federal Properties Trust Inc.), Contribution Agreement (US Federal Properties Trust Inc.), Merger Agreement (Dupont Fabros Technology, Inc.)

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Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be is considered “recourse” indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partnergeneral partner) equal to or greater than the sum of the amounts subject to a DRO Deficit Restoration Obligation of all Protected Partners and other partners in the Partnership. The deficit restoration obligation Deficit Restoration Obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount Deficit Restoration Obligation amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partnergeneral partner) equal to the aggregate DRO Amounts Deficit Restoration Obligation amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation Deficit Restoration Obligation are met.

Appears in 7 contracts

Samples: Tax Protection Agreement (Bluerock Residential Growth REIT, Inc.), Tax Protection Agreement (Bluerock Residential Growth REIT, Inc.), Contribution Agreement (Bluerock Residential Growth REIT, Inc.)

Deficit Restoration Obligation. The In the event a Protected Partner has elected to enter into a DRO, the Partnership will maintain an amount of indebtedness of the Partnership that would be considered “recourse” indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) at least equal to or greater than the sum of the amounts subject to a DRO Amounts” (as defined in the Partnership Agreement) of all Protected Partners and (plus, the DRO Amounts, if any, of other partners in the Partnership). The deficit restoration obligation A DRO entered into by a Protected Partner pursuant to this Agreement shall be conclusively presumed presumed, for purposes of this Agreement, to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, Code provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General PartnerCode) equal to the aggregate DRO Amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation DRO are met.

Appears in 2 contracts

Samples: Tax Protection Agreement (Farmland Partners Inc.), Tax Protection Agreement (Farmland Partners Inc.)

Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be considered "recourse" indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to or greater than the sum of the amounts subject to a "DRO Amounts" (as defined in the Partnership Agreement) of all Protected Partners and (plus, the DRO Amounts, if any, of other partners in the Partnership). The deficit restoration obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered "recourse" indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to the aggregate DRO Amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation are met.

Appears in 1 contract

Samples: Tax Protection Agreement (Kite Realty Group Trust)

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Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be considered “recourse” indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to or greater than the sum of the amounts subject to a DRO Amounts” (as defined in the Partnership Agreement) of all Protected Partners and (plus, the DRO Amounts, if any, of other partners in the Partnership). The deficit restoration obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to the aggregate DRO Amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation are met.

Appears in 1 contract

Samples: Tax Protection Agreement (Kite Realty Group Trust)

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