Treatment of Contribution Sample Clauses

Treatment of Contribution. The Parties intend that the contribution of the Shares and the receipt of the Units pursuant to this Agreement shall be tax free transactions governed by Section 721 of the Code. Each party agrees that it shall not take any position that is inconsistent with the foregoing in any filing made by such party with the IRS or any other taxing authority.
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Treatment of Contribution. The transfer of the Assets by Contributing Member (i) to the extent exchanged for an interest in the Venture shall be reported by the parties hereto as governed by Section 721(a) of the Code and (ii) to the extent exchanged for any consideration other than an interest in the Venture shall be reported by the parties as governed by Section 1001 and Section 1012. The provisions of this Section 2.6 shall survive the Contribution Date. The Venture shall allocate pursuant to Treasury Regulation ss. 1.163-8T the maximum amount of the proceeds of the New Debt to the repayment of the Existing Financing, Transaction Expenses, and the funding of Venture reserves or any other Venture item other than distributions to the Contributing Member under Section 5.5 of the Venture Agreement.
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Treatment of Contribution. The contributions and conveyances described in this Section 2.1 will be treated by the parties as a contribution, on behalf of and to the credit of Watco Mechanical and Millennium as set forth in the LLC Agreement of the Joint Venture, of the Watco Contributed Assets to the Joint Venture in exchange for the interests in the Joint Venture, pursuant to Section 721 of the Code and the Treasury Regulations promulgated thereunder.
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Treatment of Contribution. The contributions and conveyances described in this Section 2.2 will be treated by the parties as contributions, on behalf of and to the credit of Greenbrier Rail Services Holdings, LLC as set forth in the LLC Agreement of the Joint Venture, of the Greenbrier Contributed Assets and the Shares to the Joint Venture in exchange for the interests in the Joint Venture, pursuant to Section 721 of the Code and the Treasury Regulations promulgated thereunder.
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Treatment of Contribution. The transfer of the Assets by Contributing Member (a) to the extent exchanged for an interest in the Venture shall be reported by the parties hereto as governed by Section 721(a) of the Code and (b) to the extent exchanged for any consideration other than an interest in the Venture shall be reported by the parties as governed by Section 1001 and Section 1012.
Sample 1

Related to Treatment of Contribution

  • ALLOCATION OF CONTRIBUTIONS If the application is in good order, the initial Contribution will be applied within two Business Days of receipt at the Retirement Resource Operations Center. During the right to cancel period, all Contributions will be allocated in one or more of the Sub-Account(s) as specified in the application. During the right to cancel period, the Owner may change the allocations to the Sub-Accounts. Subsequent Contributions will be allocated to the Annuity Account in the proportion Requested by the Owner. If there are no accompanying instructions, then allocations will be made in accordance with standing instructions. Allocations will be effective upon the Transaction Date.

  • Right of Contribution Each Guarantor hereby agrees that to the extent that a Guarantor shall have paid more than its proportionate share of any payment made hereunder, such Guarantor shall be entitled to seek and receive contribution from and against any other Guarantor hereunder which has not paid its proportionate share of such payment. Each Guarantor’s right of contribution shall be subject to the terms and conditions of Section 2.3. The provisions of this Section 2.2 shall in no respect limit the obligations and liabilities of any Guarantor to the Administrative Agent and the Lenders, and each Guarantor shall remain liable to the Administrative Agent and the Lenders for the full amount guaranteed by such Guarantor hereunder.

  • Form of Contribution The contribution of a member to the Company must be in cash or property, provided that if there is more than one member, all member(s) must consent in writing to contributions of property. To the extent there is more than one member, additional contributions in the same proportion shall be made by each member, except as may be approved by all member(s). A capital account shall be maintained for each member, to which contributions and profits shall be credited and against which distributions and losses shall be charged. At any time that there is more than one member, capital accounts shall be maintained in accordance with the tax accounting principles prescribed by the Treasury Regulations promulgated under Code Section 704 (the "Allocation Regulations"), so that the tax allocations provided in this Agreement shall, to the extent possible, have "substantial economic effect" within the meaning of the Allocation Regulations, or, if such allocations cannot have substantial economic effect, so that they may be deemed to be "in accordance with the member(s') interests in the Company" within the meaning of the Allocation Regulations.

  • Rights of Contribution The Guarantors agree among themselves that, in connection with payments made hereunder, each Guarantor shall have contribution rights against the other Guarantors as permitted under applicable law. Such contribution rights shall be subordinate and subject in right of payment to the obligations of such Guarantors under the Loan Documents and no Guarantor shall exercise such rights of contribution until all Obligations have been paid in full and the Commitments have terminated.

  • Return of Contributions The General Partner shall not be personally liable for, and shall have no obligation to contribute or loan any monies or property to the Partnership to enable it to effectuate, the return of the Capital Contributions of the Limited Partners or Unitholders, or any portion thereof, it being expressly understood that any such return shall be made solely from Partnership assets.

  • The Contribution Prior to the Effective Time, and subject to the terms and conditions set forth in the Distribution Agreement, Grace intends to cause the transfer to a wholly owned subsidiary of Grace-Conn. ("Packco") of certain assets and liabilities of Grace and its subsidiaries predominantly related to the Packaging Business (the "Contribution"), as contemplated by the Distribution Agreement and the Other Agreements.

  • Catch-Up Contributions Unless otherwise elected in Section 2.4 of this amendment, all employees who are eligible to make elective deferrals under this plan and who have attained age 50 before the close of the plan year shall be eligible to make catch-up contributions in accordance with, and subject to the limitations of, Section 414(v) of the Code. Such catch-up contributions shall not be taken into account for purposes of the provisions of the plan implementing the required limitations of Sections 402(g) and 415 of the Code. The plan shall not be treated as failing to satisfy the provisions of the plan implementing the requirements of Section 401(k)(3), 401(k)(11), 401(k)(12), 410(b), or 416 of the Code, as applicable, by reason of the making of such catch-up contributions.

  • Purchase and Contribution Transferor agrees to contribute and Transferee agrees to acquire the Property for the Purchase Price.

  • Qualified Nonelective Contributions If the Employer, at the time of contribution, designates a contribution to be a qualified nonelective contribution for the Plan Year, the Advisory Committee will allocate that qualified nonelective contribution to the Qualified Nonelective Contributions Account of each Participant eligible for an allocation of that designated contribution, as specified in Section 3.04 of the Employer's Adoption Agreement. The Advisory Committee will make the allocation to each eligible Participant's Account in the same ratio that the Participant's Compensation for the Plan Year bears to the total Compensation of all eligible Participants for the Plan Year. The Advisory Committee will determine a Participant's Compensation in accordance with the general definition of Compensation under Section 1.12 of the Plan, as modified by the Employer in Sections 1.12 and 3.06 of its Adoption Agreement.

  • Defined Contribution Plan A plan under which Employee accounts are maintained for each Participant to which all contributions, forfeitures, investment income and gains or losses, and expenses are credited or deducted. A Participant’s benefit under such plan is based solely on the fair market value of his or her account balance.

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