Common use of Section 754 Adjustments Clause in Contracts

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734-2(b)(1)) is required, pursuant to Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner in complete liquidation of the Partner’s interest in the Partnership, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be allocated to the Partners in proportion to their interests in the Partnership in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner to whom the distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted basis for federal income tax basis purposes of any Partnership asset, JV1 Asset or JV2 Asset pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734-2(b)(1)or 743(b) of the Code is required, pursuant to Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner Member in complete liquidation of the Partnersuch Member’s interest in the PartnershipMembership Interest, the amount of the such adjustment to Capital Accounts will shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the such basis) and the such gain or loss will shall be specially allocated to the Partners Members in proportion to accordance with their interests in the Partnership Percentage Interests in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner Member to whom the such distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.;

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734-2(b)(1)) is required, pursuant to Treasury Regulations Section Sections 1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner in complete liquidation of the Partner’s interest in the Partnership, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be allocated to the Partners in proportion to their interests in the Partnership in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner to whom the distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted U.S. federal income tax basis of any Partnership asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations or Section 1.734-2(b)(1)743(b) of the Code is required, pursuant to U.S. Treasury Regulations Section 1.704-1.704 1(b)(2)(iv)(m)(2) or Section 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner in complete liquidation of the such Partner’s interest in the Partnership, the amount of the such adjustment to Capital Accounts will shall be treated as an item of gain (if the adjustment increases the U.S. federal income tax basis of the asset) or loss (if the adjustment decreases the such basis) and the such gain or loss will shall be specially allocated to the Partners in proportion to accordance with their interests in the Partnership in the event U.S. Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner to whom the such distribution was made in the event U.S. Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership Company asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734-2(b)(12(b)(l)) is required, pursuant to Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner Member in complete liquidation of the PartnerMember’s interest in the PartnershipCompany, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be allocated to the Partners Members in proportion to their interests in the Partnership Company in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(21 (b)(2)(iv)(m)(2) applies, or to the Partner Member to whom the distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(41 (b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734-2(b)(1)) is required, pursuant to Treasury Regulations Regulations Section 1.7041. 704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner in complete liquidation of the Partner’s interest in the Partnership, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be allocated to the Partners in proportion to their interests in the Partnership in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner to whom the distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734l.734-2(b)(12(b)(l)) is required, pursuant to Treasury Regulations Section 1.704l.704-1(b)(2)(iv)(m)(2l(b)(2)(iv)(m)(2) or 1.704l.704-1(b)(2)(iv)(m)(4l(b)(2)(iv)(m)(4 ), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner in complete liquidation of the Partner’s 's interest in the Partnership, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be allocated to the Partners in proportion to their interests in the Partnership in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner to whom the distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership Series A asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations of the Code or Section 1.734-2(b)(1)743(b) of the Code is required, pursuant to Treasury Regulations Section §§1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner Series A Member in complete liquidation of the Partner’s interest in Series A Membership Interest of the PartnershipSeries A Member, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be specially allocated to the Partners Series A Members in proportion to accordance with their interests in the Partnership Series A in the event Treasury Regulations Section § 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner Series A Member to whom the distribution was made in the event Treasury Regulations Section § 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations Section 1.734-2(b)(1)) is required, pursuant to Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner in complete liquidation of the such Partner’s interest in the Partnership, the amount of the such adjustment to Capital Accounts will shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the such basis) and the such gain or loss will shall be specially allocated to the Partners in proportion to accordance with their interests in the Partnership in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner to whom the such distribution was made in the event Treasury Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Partnership Series B asset, pursuant to Code Section 734(b) (including pursuant to Treasury Regulations of the Code or Section 1.734-2(b)(1)743(b) of the Code is required, pursuant to Treasury Regulations Section §§1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Partner Series B Member in complete liquidation of the Partner’s interest in Series B Membership Interest of the PartnershipSeries B Member, the amount of the adjustment to Capital Accounts will be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases the basis) and the gain or loss will be specially allocated to the Partners Series B Members in proportion to accordance with their interests in the Partnership Series B in the event Treasury Regulations Section § 1.704-1(b)(2)(iv)(m)(2) applies, or to the Partner Series B Member to whom the distribution was made in the event Treasury Regulations Section § 1.704-1(b)(2)(iv)(m)(4) applies.