Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the Members), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Behringer Harvard Opportunity REIT II, Inc.), Limited Liability Company Agreement (Behringer Harvard Opportunity REIT II, Inc.), Limited Liability Company Agreement (Behringer Harvard Opportunity REIT II, Inc.)
Section 754 Election. In Upon the event request of a Transfer any Member transferring substantially all of all its interest in the Company pursuant to this Agreement, or part of the Interest of a Member, at upon the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the Members)transferee, the Company shall elect file an election pursuant to Section section 754 of the Code to adjust the basis of Company Property as property in the manner provided by Sections 734 and in section 743 of the Code, and any . The incremental cost of making such election or cost of administering or accounting for such an election shall be at the sole cost and expense of borne by the requesting party, provided that if the requesting party is the transferor and such transferor is not a Member immediately after such transfer, or subsequently ceases to be a Member, such cost shall be borne by the transferee.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Columbia Equity Trust, Inc.), Limited Liability Company Agreement (Columbia Equity Trust, Inc.), Limited Liability Company Agreement (Columbia Equity Trust, Inc.)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersManagers), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of any property of the Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or and cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 2 contracts
Samples: Operating Agreement (Bh Re LLC), Operating Agreement (Bh Re LLC)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest the Board of the MembersManagers), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of any property of the Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 2 contracts
Samples: Operating Agreement (Bh Re LLC), Operating Agreement (Bh Re LLC)
Section 754 Election. In the event of a Transfer of all or part of the Company Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersInvestor), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property Assets as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Behringer Harvard Opportunity REIT II, Inc.), Limited Liability Company Agreement (Behringer Harvard Opportunity REIT II, Inc.)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersExecutive Committee), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (New Home Co LLC)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersGAP), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (ACP Watermark Investment LLC), Limited Liability Company Agreement (Strategic Realty Trust, Inc.)
Section 754 Election. In the event of a Transfer of all or part of the Membership Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersManager), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (First Capital Real Estate Trust Inc), Interest Contribution Agreement (First Capital Real Estate Trust Inc)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersExecutive Committee), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of any Company Property property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Mid America Apartment Communities Inc)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a MemberPartner, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersExecutive Committee), the Company shall Executive Committee may elect pursuant to Section 754 of the Code to adjust the basis of Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 1 contract
Samples: Agreement to Release Retained Rights (Barnwell Industries Inc)
Section 754 Election. In Upon the event request of a Transfer any Member transferring substantially all of all its Membership Interest in the Company pursuant to this Agreement, or part of the Interest of a Member, at upon the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the Members)transferee, the Company shall elect file an election pursuant to Section section 754 of the Code to adjust the basis of Company Property as property in the manner provided by Sections 734 and in section 743 of the Code, and any . The incremental cost of making such election or cost of administering or accounting for such an election shall be at the sole cost and expense of borne by the requesting party; provided that, if the requesting party is the transferor and such transferor is not a Member immediately after such transfer, or subsequently ceases to be a Member, such cost shall be borne by the transferee.
Appears in 1 contract
Samples: Limited Liability Company Agreement (American Skiing Co /Me)
Section 754 Election. In the event of a Transfer of all or part of the Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersManaging Member), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Behringer Harvard Opportunity REIT II, Inc.)
Section 754 Election. In Upon the event request of a Transfer Member transferring substantially all of all its interest in the Company pursuant to this Agreement, or part of the Interest of a Member, at upon the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the Members)transferee, the Company shall elect file an election pursuant to Section 754 of the Code to adjust the basis of Company the Property as in the manner provided by Sections 734 and in Section 743 of the Code, and any . The incremental cost of making such election or cost of administering or accounting for such an election shall be at the sole cost and expense of borne by the requesting party; provided that if the requesting party is the transferor and such transferor is not a Member immediately after such transfer, or subsequently ceases to be a Member, such cost shall be borne by the transferee.
Appears in 1 contract
Samples: Limited Liability Company Agreement (American Assets Trust, Inc.)
Section 754 Election. In the event of a Transfer by a Member of all -------------------- or part any of its LLC Interest in the Interest of a MemberCompany, at the written request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the Members)Transferee, the Company shall elect elect, pursuant to Section 754 of the Code Code, or the corresponding provision of subsequent law, to adjust the basis of Company Property the Company's assets for federal income tax purposes as provided by Sections 734 and 743 of the Code, and and, unless the Manager shall otherwise determine, any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transfereeTransferee.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Americasdoctor Com Inc)
Section 754 Election. In the event of a Transfer of all or part of the Membership Interest of a Member, at the request of the transferee or if required by the Code, or if otherwise in the best interests of the Company (as determined by a Majority-In-Interest of the MembersManaging Member), the Company shall elect pursuant to Section 754 of the Code to adjust the basis of Company Property property as provided by Sections 734 and 743 of the Code, and any cost of such election or cost of administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.
Appears in 1 contract
Samples: Interest Contribution Agreement (First Capital Real Estate Trust Inc)