Revaluation Gain definition

Revaluation Gain has the meaning set forth in the definition of Net Termination Gain.

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Revaluation Gain means the amount of gain which would have been realized had there been a taxable disposition of any Company asset being revalued under Section 8.7 of this Agreement for an amount of cash equal to such asset's then Fair Market Value, determined in accordance with the provisions of Section 8.9 of this Agreement.

Revaluation Gain means the net gain, if any, realized for purposes of maintaining the Members’ Capital Accounts in connection with (1) the actual sale of assets of the Company or (2) a Revaluation (determined as if there were a taxable disposition of all of the Company’s property for fair market value, as described in Treasury Regulation section 1.704-1(b)(2)(iv)(f)).

Examples of Revaluation Gain in a sentence

• Allocations pursuant to Sections 5.04(e)(i), (ii) and (iii) shall be made on a Unit-by-Unit basis, in order of Grant Date (starting with the earliest), such that Revaluation Gain is allocated entirely to the longest-outstanding PIPR Unit until it is an Equitized PIPR Unit, then entirely to the next longest-outstanding PIPR Unit until it is an Equitized PIPR Unit, and so on.

• Notwithstanding any provision in this Agreement to the contrary, the Managing Members may determine that Revaluation Loss shall, before any allocation is made pursuant to Section 5.04(f), be allocated among the Members to reverse prior allocations of Revaluation Gain in any manner reasonably determined by the Managing Members.

• The purpose of this Section 5.04(e) is to allocate Revaluation Gain so that (x) each PIPR Unit becomes an Equitized PIPR Unit when the PIPR Capital of such PIPR Unit equals the Common Capital Account balance of a Deemed Common Unit and (y) each PIPR Unit has, as of the Revaluation immediately preceding the exchange of such PIPR Unit pursuant to Section 7.03, PIPR Capital equal to the Common Parity Amount.

• If a Revaluation Event occurs after the initial issuance of Class C Units, any resulting Revaluation Gain or Revaluation Loss shall be allocated in a manner that, to the nearest extent possible, results in the Capital Accounts maintained with respect to the Class C Units and the Converted Class C Units on a per unit basis equaling the Per Unit Capital Amount for a Common Unit (other than a Common Unit issued upon the conversion of a Series A Preferred Unit, a Class B Unit or a Class C Unit).

• Any remaining Revaluation Gain shall be allocated to the Partners pursuant to Section 6.1(c).

More Definitions of Revaluation Gain

Revaluation Gain has the meaning set forth in the definition of Net Termination Gain. “Revaluation Loss” has the meaning set forth in the definition of Net Termination Loss. “Sale Gain” has the meaning set forth in the definition of Net Termination Gain.

Revaluation Gain is defined in the definition of Net Termination Gain. “Revaluation Loss” is defined in the definition of Net Termination Loss. “Sale Gain” is defined in the definition of Net Termination Gain.

Revaluation Gain and “Revaluation Loss” have the meanings set forth in Section 3.09(c).

Revaluation Gain means the net gain, if any, realized for purposes of maintaining the Members’ Capital Accounts in connection with (1) the actual sale of assets of the Company or (2) a Revaluation (determined as if there were a taxable disposition of all of the Company’s property for fair market value, as described in Treasury Regulation section 1.704- 1(b)(2)(iv)(f)).

Revaluation Gain and “Revaluation Loss” have the meanings set forth in Section 3.09(c). “Russia GM” means the General Manager of the Company’s business in the Russian Federation and head of the Management Team. “Russian Beverage Business” means any business (or that part of any business) engaged in the manufacture, sale, marketing or distribution of beverages in the Russian Federation. “Securities Act” means the United States Securities Act of 1933, as amended. “Section 704(c) Property” means for U.S. income tax purposes any property that is contributed to the Company at a time when its adjusted tax basis differs from its fair market value and any Company property that, immediately after a Revaluation under Section 3.09, has an adjusted tax basis that differs from its fair market value. “Shares” means any share in the authorized share capital of the Company (whether ordinary or otherwise), conferring on the holder thereof all those rights and obligations set out herein, in the Company Articles and in the Acts. “Strategic Plan” means a three-Year business plan, the first Year of which constitutes the Annual Operating Plan. The business plan for the last two Years of the Strategic Plan shall reflect projections of sales, marketing and advertising plans and capital expenditures relating thereto for such Years. The Strategic Plan shall be made so that each Year (or at such other times as the Board may agree) the Strategic Plan shall contain updated projections.