Common use of Section 754 Adjustments Clause in Contracts

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Company asset, pursuant to Code Sections 734(b) or 743(b) is required, pursuant to Treasury Regulations 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 Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(2) applies, or to the Member to whom 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 Company asset, asset pursuant to Code Sections Section 734(b) or 743(b) of the Code is required, required pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(4), 1(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into in account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, pursuant to asset under Internal Revenue Code Sections §734(b) or §743(b) is required, pursuant to required under Treasury Regulations Sections Regulation §1.704-1(b)(2)(iv)(m)(2) or §1.704-1 (b)(2)(iv)(m)(4), 1(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such the Member’s interest in the Company, the amount of such the adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such the basis) ), and such the gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event that Treasury Regulations Section Regulation §1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member Partner to whom such the distribution was made in the event that Treasury Regulations Section Regulation §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 Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company assetProperty, pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Regulation Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the CompanyPlan, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the assetProperty) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company Percentage Interest in the event Treasury Regulations Regulation Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Regulation 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 asset of the Company asset, pursuant to Code Sections Section 734(b) or Section 743(b) of the Code is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(44), to be taken into account in determining Capital Accounts as the result of a distribution Distribution to a Member in complete liquidation of such Member’s interest in the CompanyMembership Interests, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company Section 6.1 in the event Treasury Regulations Section 1.704-1(b1(b)(2)(iv)(m)(2) (2)(iv)(m)(2) applies, applies or to the Member Members to whom such distribution Distribution was made in the event Treasury Regulations Section 1.704-1(b)(2) (iv)(m)(41(b)(2)(iv)(m)(4) applies.; and

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basisbasis of the asset) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, Property pursuant to Code Sections section 734(b) or Code section 743(b) is required, required pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Regulations Section 1.704-1 (b)(2)(iv)(m)(4), 1(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution Distribution to a Member in complete liquidation of such the Member’s interest in the Company's Interest, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests Interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution 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 Company asset, Property pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, required pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Regulations Section 1.704-1 (b)(2)(iv)(m)(4), 1(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution Distribution to a Member in complete liquidation of such the Member’s interest in the Company's Units, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests Units in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution 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 Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections §1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section §1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(2Section 1.7041(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Section 1.704-1(b)(2) (iv)(m)(41.7041(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Company asset, LLC asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(21(b)(2)(4)(m)(2) or 1.704-1 (b)(2)(iv)(m)(4l(b)(2)(4)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s its interest in the CompanyLLC, the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests Interests in the Company LLC in the event that Treasury Regulations Section 1.704-1(b1.704- l(b) (2)(iv)(m)(2iv)(m)(2) applies, or to the Member to whom such distribution was made in the event that 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 Company asset, asset pursuant to Code Sections Section 734(b) or Section 743(b) is required, required pursuant to Treasury Regulations Sections Regulation Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(4), 1(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company Section 5.03(a), in the event Treasury Regulations Regulation Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Regulation 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 Company LLC asset, pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the CompanyLLC, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be allocated to the Members in accordance with their interests in the Company LLC in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Regulations Section 1.7041. 704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Regulations Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s his interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury that Regulations Section 1.704-1(b) (2)(iv)(m)(21.7041(b)(2)(iv)(m)(2) applies, or to the Member to whom who such distribution was made in the event Treasury that 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 Company asset, asset pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest Interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests Interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or Section 743(b) of the Code is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21.704-(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company assetProperty, pursuant to Code Sections 734(bSection 734(h) or 743(bCode Section 743(6) is required, pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(2Section 1.704- l(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41.704- l(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the assetproperty) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704l .704-1(b) l(b)(2)(iv)(m )(2)(iv)(m)(22) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Section 1.704l.704-1(b)(2) (iv)(m)(4l(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Company asset, asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Regulations Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s its interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests Interests in the Company in the event Treasury that Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury that 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 Company asset, asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(21(b)(2)(iv)(m) )(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Companyits Interest, the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with proportion to their interests in the Company relative Percentage Interests in the event that Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member Members to whom such distribution was made in the event that 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 Company asset, pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Regulation Sections 1.704704-1(b)(2)(iv)(m)(2) or § 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section Regulation Sections 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Section Regulation Sections 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 Company asset, asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2l(b)(2)(iv)(m)(2) or 1.704-1 (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 Member in complete liquidation of such Member’s interest in the CompanyInterest, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) ), and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(2l(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Section 1.704-1(b)(2) (iv)(m)(4l(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections 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 Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company assetProperty, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the CompanyCompany Interest, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, Fund asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, required pursuant to Treasury Regulations Sections §1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(4), Treasury Regulations §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 Member Partner in complete liquidation of such Member’s interest in the Companyits Fund Interest, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members Partners in accordance with their interests in the Company Percentage Interests in the event Treasury Regulations Section §1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member Partner to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or Section 743(b) is required, required pursuant to Treasury Regulations Sections Regulation Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(4), 1(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company Section 5.02(a), in the event Treasury Regulations Regulation Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Regulation 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 Company asset, Property pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, required pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Regulations Section 1.704-1 (b)(2)(iv)(m)(4), ) to be taken into account in determining Capital Accounts as the result of a distribution Distribution to a Member in complete liquidation of such the Member’s interest in the Company's Units, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests Units in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution 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 Company asset, pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Regulations Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s his interest in the Company, the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury that Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury that 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 Company assetProperty, pursuant to Code Sections 734(b) or 743(b) is required, pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or Code Section 743(b) is required, pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) ), and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, asset pursuant to Code Sections Section 734(b) or 743(bSection 743 (b) of the Code is required, required pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(2Regulation Section 1.70401(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(4), l(b)(2)(iv)(m)(4) to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such the Member’s interest Interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) ), and such gain or loss shall be specially allocated to the Members in accordance with their interests Interests in the Company in the event Treasury Regulations Regulation Section 1.704-1(b) (2)(iv)(m)(21.704(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was wad made in the event Treasury Regulations Regulation Section 1.704-1(b)(2) (iv)(m)(4l(b)(2)(iv)(m)(4) applies.

Section 754 Adjustments. To the extent an adjustment to the adjusted tax basis of any Company asset, asset pursuant to Code Sections 734(b) or 743(b) is required, pursuant to Treasury Regulations Sections 1.704-1(b)(2)(iv)(m)(2) or 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution Distribution to a Member in complete liquidation of such Member’s its interest in the Company, the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event if Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution Distribution was made in the event that 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 Company asset, asset pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s interest in the Company, the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or as an item of loss (if the adjustment decreases such basis) ), and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such 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 Company asset, pursuant to Code Sections Section 734(b) or Section 743(b) is required, pursuant to Treasury Regulations Sections Section 1.704-1(b)(2)(iv)(m)(2) or Section 1.704-1 (b)(2)(iv)(m)(41(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Member in complete liquidation of such Member’s 's interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Members in accordance with their interests in the Company in the event Treasury Regulations Section 1.704-1(b) (2)(iv)(m)(21(b)(2)(iv)(m)(2) applies, or to the Member to whom such distribution was made in the event Treasury Regulations Section 1.704-1(b)(2) (iv)(m)(41(b)(2)(iv)(m)(4) applies.