Common use of Section 754 Election Clause in Contracts

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 in the best interests of the Company (as determined by GAP), 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.

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 in the best interests of the Company (as determined by GAPthe Managers), 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.

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 in the best interests of the Company (as determined by GAPthe Manager), 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.

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 in the best interests of the Company (as determined by GAPthe Executive 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.

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 in the best interests of the Company (as determined by GAPthe Board of Managers), 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.

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 in the best interests of the Company (as determined by GAPthe Executive 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.

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 in the best interests of the Company (as determined by GAPthe Managing 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.

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 GAPthe Investor), 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.

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 in the best interests of the Company (as determined by GAP)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.

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 in the best interests of the Company (as determined by GAPthe Executive 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.

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 GAPthe Managing 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.

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 in the best interests of the Company (as determined by GAPMN Retail), 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.

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 GAPthe Investor), 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 50 administering or accounting for such election shall be at the sole cost and expense of the requesting transferee.