Revaluation of Company Property. If (a) an acquisition of a Company Interest for more than a de minimis capital contribution occurs, or (b) a distribution (other than a de minimis distribution) to a Member in consideration for a Company Interest occurs, the Members may revalue the assets of the Company at the then fair market value and adjust the Capital Accounts of the Members in the same manner as provided in Section 7.3 in the case of a property distribution. If there is a reallocation pursuant to this Section 4.6, then Capital Accounts shall thereafter be adjusted for allocations of depreciation (cost recovery) and gain or loss in accordance with the provisions of Treas. Reg. (S) 1.704-1(b)(2)(iv)(f) and (g), and the Members' distributive shares of depreciation (cost recovery) and gain or loss computed in accordance with the principles of section 704(c) of the Code and the regulations promulgated thereunder using the traditional method (within the meaning of Treas. Reg. (S) 1.704-3(b)).
Appears in 3 contracts
Samples: Operating Agreement (Atria Communities Inc), Operating Agreement (Atria Communities Inc), Operating Agreement (Atria Communities Inc)
Revaluation of Company Property. If there shall occur (ai) an acquisition of a Company Membership Interest for more than a de minimis capital contribution occurscontribution, or (bii) a distribution (other than a de minimis distribution) to a Member in consideration for a Company Interest occursMembership Interest, the Members Member committee may revalue the assets of the Company at the their then fair market value and adjust the Capital Accounts of the Members in the same manner as provided in Section 7.3 8.3 in the case of a property distribution. If there is a reallocation pursuant to this Section 4.64.7, then Capital Accounts net income and net loss shall thereafter be adjusted for allocations of depreciation (cost recovery) and gain or loss in accordance with wit the provisions of Treas. Reg. (S) Section 1.704-1(b)(2)(iv)(fl(b)(2)(iv)(f) and (g), and the Members' distributive shares of depreciation (cost recovery) and gain or loss computed in accordance with the principles of section 704(c) of the Code and the regulations promulgated thereunder using the traditional method (within selected by the meaning of Treas. Reg. (S) 1.704-3(b))Membership Committee.
Appears in 2 contracts
Samples: Operating Agreement (Eacc Camps Inc), Operating Agreement (Eacc Camps Inc)
Revaluation of Company Property. If there shall occur (ai) an acquisition of a Company Membership Interest for more than a de minimis capital contribution occurscontribution, or (bii) a distribution (other than a de minimis distribution) to a Member in consideration for a Company Interest occursMembership Interest, the Members Member committee may revalue the assets of the Company at the their then fair market value and adjust the Capital Accounts of the Members in the same manner as provided in Section 7.3 8.3 in the case of a property distribution. If there is a reallocation pursuant to this Section 4.64.7, then Capital Accounts net income and net loss shall thereafter be adjusted for allocations of depreciation (cost recovery) and gain or loss in accordance with wit the provisions of Treas. Reg. (S) § 1.704-1(b)(2)(iv)(f) and (g), and the Members' ’ distributive shares of depreciation (cost recovery) and gain or loss computed in accordance with the principles of section 704(c) of the Code and the regulations promulgated thereunder using the traditional method (within selected by the meaning of Treas. Reg. (S) 1.704-3(b))Membership Committee.
Appears in 2 contracts
Samples: Operating Agreement (Pacific Export Resources, LLC), Operating Agreement (Pacific Export Resources, LLC)
Revaluation of Company Property. If there shall occur (ai) an acquisition of a Company Membership Interest for more than a de minimis capital contribution occurscontribution, or (bii) a distribution (other than a de minimis distribution) to a Member in consideration for a Company Interest occursMembership Interest, the Members Member committee may revalue the assets of the Company at the their then fair market value and adjust the Capital Accounts of the Members in the same manner as provided in Section 7.3 8.3 in the case of a property distribution. If there is a reallocation pursuant to this Section 4.64.7, then Capital Accounts net income and net loss shall thereafter be adjusted for allocations of depreciation (cost recovery) and gain or loss in accordance with wit the provisions of Treas. Reg. (S) Section 1.704-1(b)(2)(iv)(fl(b)(2)(iv)(f) and (g), and the Members' distributive shares of depreciation (cost recovery) and gain or loss computed in accordance with the principles of section 704(c) of the Code and the regulations promulgated thereunder there under using the traditional method (within selected by the meaning of Treas. Reg. (S) 1.704-3(b))Membership Committee.
Appears in 1 contract
Samples: Operating Agreement (Eacc Camps Inc)
Revaluation of Company Property. If there shall occur (ai) an acquisition of a Company Membership Interest for more than a de minimis capital contribution occurscontribution, or (bii) a distribution (other than a de minimis distribution) to a Member in consideration for a Company Interest occursMembership Interest, the Members Member committee may revalue the assets of the Company at the their then fair market value and adjust the Capital Accounts of the Members in the same manner as provided in Section 7.3 8.3 in the case of a property distribution. If there is a reallocation pursuant to this Section 4.64.7, then Capital Accounts net income and net loss shall thereafter be adjusted for allocations of depreciation (cost recovery) and gain or loss in accordance with wit the provisions of Treas. Reg. (S) Section 1.704-1(b)(2)(iv)(fl(b)(2)(iv)(f) and (g), and the Members' distributive shares of depreciation (cost recovery) and gain or loss computed in accordance with the principles of section Section 704(c) of the Code and the regulations promulgated thereunder using the traditional method (within selected by the meaning of Treas. Reg. (S) 1.704-3(b))Membership Committee.
Appears in 1 contract
Samples: Operating Agreement (Eacc Camps Inc)
Revaluation of Company Property. If there shall occur (ai) an acquisition of a an Interest from the Company Interest for more than a de minimis capital contribution occursCapital Contribution, or (bii) a distribution (other than a de minimis distribution) to a Member in consideration for a redemption of an Interest, then the Company Interest occurs, the Members may shall revalue the assets of the Company at the their then fair market value and adjust the Capital Accounts of the Members in the same manner as provided in Section 7.3 paragraph 18.1 in the case of a property distribution. If there is a reallocation pursuant to this Section 4.6paragraph 8.6, then Capital Accounts shall thereafter be adjusted for allocations of depreciation (cost recovery) and gain or loss in accordance with the provisions of Treas. Reg. (S) §§ 1.704-1(b)(2)(iv)(f1(b) (2) (iv) (f) and (g), and the Members' ’ distributive shares of depreciation (cost recovery) and gain or loss shall thereafter be computed in accordance with the principles of section IRC § 704(c) of the Code and the regulations promulgated thereunder using the traditional method (with curative allocations within the meaning of Treas. Reg. (S) § 1.704-3(b)3(c).
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