Maintenance of Indebtedness. During the Tax Protection Period, the Operating Partnership shall use its best efforts to maintain, or cause to be maintained, an amount of indebtedness treated as Nonrecourse Liabilities of the Operating Partnership for purposes of Section 752 (including for this purpose Nonrecourse Liabilities attributed to the Operating Partnership under Treasury Regulations Section 1.752-4(a)) such that each Protected Partner is allocated (and the Operating Partnership shall so allocate to each Protected Partner), pursuant to Treasury Regulations Section 1.752-3, Nonrecourse Liabilities of the Operating Partnership in an amount no less than such Protected Partner’s Minimum Liability Amount (as identified on Schedule 4 attached hereto).
Maintenance of Indebtedness. Permit Consolidated Total Debt at any time to exceed an amount equal to 55% of Consolidated Total Capitalization.
Maintenance of Indebtedness. For a period of ten years following the date hereof, the Partnership shall maintain indebtedness (the "Required Indebtedness") in an amount equal to the lesser of approximately: (A) $4,300,000 or (B) the aggregate negative capital account balances of the contributor of Northgate Country Club (the "Northgate Partner") at the time of the contribution of such Golf Course (the "Initial Negative Capital Account"); and the Northgate Partner shall be permitted to guaranty such indebtedness. The Required Indebtedness shall be reduced to the extent that the Northgate Partner (or its partners, if the Northgate Partner distributes its Partnership Units to its partners) redeem in whole or in part, their Partnership Units in exchange for REIT Shares, redeem their Partnership Units in full for cash or otherwise dispose of their Partnership Units or dies (the Partnership Units that are so redeemed, disposed of, or held by transferees of deceased holders are referred to as "Stepped-Up Basis Units"). In such a case, the Required Indebtedness shall be reduced by an amount equal to the original Required Indebtedness prior to any reduction multiplied by a fraction equal to (i) the Initial Negative Capital Account, minus the aggregate negative capital account balances associated with the Stepped-Up Basis Units redeemed or transferred immediately prior to the reduction of the Required Indebtedness, divided by (ii) the Initial Negative Capital Account. If the Partnership fails to maintain such level of debt, then the Partnership shall pay to the Northgate Partner (or its partners, if the Northgate Partner distributes its Partnership Units to its partners) the amount of federal and state income taxes (together with interest and penalties) of that Partner, which are associated with the reduction in debt. To the extent at the end of the ten (10) year period the Partnership has debt not otherwise guaranteed, the Partnership, to the extent permitted by the lender, will permit the Northgate Partner (or its partners, if the Northgate Partner distributes its Partnership Units to its partners) to guarantee such debt (or to enter into reimbursement agreements with the Partnership or any Affiliate of the Partnership to whom such debt is recourse, if any); provided, however, that nothing contained herein shall prevent the Partnership or any such affiliate from incurring, retiring, repaying, or prepaying such debt at any time after such ten year period.
Maintenance of Indebtedness. The Operating Company agrees to maintain, or caused to be maintained, sufficient indebtedness as will enable the Operating Company to meet the requirements set forth below in this Section 2.2.
Maintenance of Indebtedness. With respect to each Protected Partner, the Operating Partnership agrees to maintain, or cause to be maintained, from time to time, sufficient indebtedness pursuant to the requirements set forth below in this Section 2.3 such that, pursuant to Treasury Regulation Section 1.752-3 and pursuant to Treasury Regulation Section 1.752-2, the Protected Partner is allocated as its share of the indebtedness of the Operating Partnership, an amount at least equal to the Minimum Liability Amount; provided, however, that this Section 2.3 shall not apply if and to the extent that Treasury Regulations Section 1.752-2 and/or Section 1.752-3 is revised or amended in such a manner to cause indebtedness of the Operating Partnership that was allocated as a share of indebtedness to the Protected Partner immediately prior to such revision or amendment to no longer be allocated to such Protected Partner as a result of such revision or amendment.
Maintenance of Indebtedness. (i) During the Tax Protection Period, the Partnership shall maintain an amount of indebtedness sufficient to allow each Protected Partner, after taking advantage of the provisions of this Article III, to be allocated Partnership liabilities for purposes of Section 752 of the Code, and to be “at risk” with respect to Partnership liabilities for purposes of Section 465 of the Code, in each case in an amount no less than such Protected Partner’s Minimum Liability Amount.
(ii) During the Tax Protection Period, the Partnership shall use commercially reasonable efforts to maintain an amount of indebtedness treated as Nonrecourse Liabilities for purposes of Section 752 such that each Protected Partner shall be allocated Partnership liabilities under Treasury Regulations Section 1.752-3 in an amount no less than such Protected Partner’s Minimum Liability Amount.
(iii) After the expiration of the Tax Protection Period, the REIT and the Partnership shall use their best efforts to continue to comply with the obligations of this Article III and Section 6.1; provided, however, that with respect to a Protected Partner, such obligation to use best efforts shall terminate at such time as such Protected Partner (or one or more successor Protected Partners) has disposed of fifty percent (50%) or more of the OP Units received, directly or indirectly, in the Transaction by such Protected Partner in one or more taxable transactions; provided, further, that such obligation to use best efforts will terminate for all Protected Partners upon the later of the death of Xxxx X. Xxxxxxx or his wife, Xxxxx X.
Maintenance of Indebtedness. Permit Consolidated Total Debt at any time to exceed (a) from the Closing Date through September 30, 2001, an amount equal to 70.0% of Consolidated Total Capitalization, (b) from October 1, 2001 through December 31, 2001, an amount equal to 67.5% of Consolidated Total Capitalization, (c) from January 1, 2002 through March 31, 2002, an amount equal to 65.0% of Consolidated Total Capitalization, (d) from April 1, 2002 through June 30, 2002, an amount equal to 60.0% of Consolidated Total Capitalization, and (e) thereafter, an amount equal to 57.5% of Consolidated Total Capitalization.
Maintenance of Indebtedness. With respect to the Protected Partner, the Partnership agrees to maintain, or caused to be maintained, from time to time, sufficient indebtedness pursuant to the requirements set forth below in this Section 2.1.3 such that, pursuant to Treasury Regulation Section 1.752-3 and, to the extent provided for in clause (d) below, pursuant to Treasury Regulation Section 1.752-2, the Property Partner is allocated as its share of the indebtedness of the Partnership, an amount at least equal to the Minimum Liability Amount.
Maintenance of Indebtedness. 16 ARTICLE IV
Maintenance of Indebtedness. During the Tax Protection Period, the Partnership shall maintain an amount of indebtedness sufficient to allow each Protected Partner, after taking advantage of the provisions of this Article III, to be allocated Partnership liabilities for purposes of Section 752 of the Code, and to be “at risk” with respect to Partnership liabilities for purposes of Section 465 of the Code, in each case in an amount no less than such Protected Partner’s Minimum Liability Amount.
