Valuation of Partnership Assets. The Book Values of all Partnership assets shall be adjusted to equal their respective fair market values (taking Code Section 7701(g) into account), as reasonably determined by the General Partner, upon the occurrence of any of the following events: (A) A contribution of money or property (other than a de minimis amount) to the Partnership by a new or existing Partner as consideration for a Percentage Interest in the Partnership; (B) A distribution of money or property (other than a de minimis amount) by the Partnership to a Partner as consideration for a Percentage Interest in the Partnership; (C) The liquidation of the Partnership within the meaning of Treasury Regulation Section 1.704-1(b)(2)(ii)(g); and (D) Any other event specified in the Treasury Regulations. Any such adjustments shall be reflected by corresponding adjustments to the Capital Accounts which reflect the manner in which the unrealized income, gain, loss, or deduction inherent in such property (that has not been reflected in the Capital Accounts previously) would be allocated among the Partners if there were a taxable disposition of such assets for such fair market values.
Appears in 4 contracts
Samples: Limited Partnership Agreement (Investment Grade R.E. Income Fund, L.P.), Limited Partnership Agreement (Investment Grade R.E. Income Fund, L.P.), Limited Partnership Agreement (Investment Grade R.E. Income Fund, L.P.)
