Tax Protection Period Sample Clauses

Tax Protection Period. With respect to the New Member, “Tax Protection Period” shall mean the period beginning on the Effective Date hereof and ending on the earlier of (i) the tenth (10th) anniversary of the Effective Date hereof or (ii) the Threshold Date with respect to the New Member.
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Tax Protection Period. The restrictions set forth in Section 1(a) shall automatically terminate upon the expiration of the Tax Protection Period. For purposes of this Agreement, the “Tax Protection Period” shall commence on the Closing Date and expire one day after the tenth (10th) anniversary of the Closing Date, provided, however, that the Tax Protection Period shall expire prior to the tenth (10th) anniversary of the Closing Date if (1) a like-kind exchange of all or any portion of the Protected Properties pursuant to Section 1031 is not available under applicable law or (2) an In-Kind Redemption Transaction is not available under applicable law. As used herein, the term “In-Kind Redemption Transaction” means an in-kind redemption of each of the Protected Partner’s entire interest in the CROP Operating Partnership (the “Protected Partner Interests”) in exchange for one or more of the assets of the CROP Operating Partnership that qualifies as a tax-deferred transaction pursuant to Code Section 731 and is not taxable to the Protected Partners or the CROP Operating Partnership (or any of its other direct or indirect partners) under Code Sections 707, 737 or otherwise.
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Tax Protection Period. 10.2.2.1 MHC agrees that it will not sell any Community (other than Garden West Office Plaza on which there are no restrictions on sale) for a period expiring five years after the Closing (the "TAX PROTECTION PERIOD"), except that MHC may sell a Community (1) in a transaction, a substantial part of the gain arising from which is deferred under Section 453 of the Code, with payments spread over a period of not less than five years (such a transaction, an "INSTALLMENT SALE"), or (2) in a transaction which qualifies in substantial part as tax-deferred under Section 1031 of the Code ("SECTION 1031") (such a transaction, a "1031 EXCHANGE"), or (3) pursuant to the provisions of this Section 10.2.2. In the event MHC enters into any such 1031 Exchange during the Tax Protection Period, the provisions of this Section 10.2.2 shall apply to the property received by MHC in such transaction for the remainder of the Tax Protection Period. Notwithstanding the foregoing, MHC may dispose of personal property and fixtures in the ordinary course of business or in connection with any rehabilitation or remodeling of the Property.
Sample 1
Tax Protection Period. Notwithstanding anything to the contrary in the LLC Agreement, as hereby amended, the “Tax Protection Period” with respect to each of the Real Properties shall expire (or has expired) on the earlier of (1) the date set forth opposite such Real Property on Schedule 2(a)(iv) attached hereto, or (2) the date on which the Subsequent Threshold Test has been satisfied; provided, however, that the Members acknowledge and agree that there is no, and there never has been, a “Tax Protection Period” with respect to the Myriad IV Property, and that the provisions of Sections 7.3.E(3) and (4) of the Original LLC Agreement have no application with respect to the Myriad IV Property.
Sample 1
Tax Protection Period. Notwithstanding anything to the contrary in the LLC Agreement, as hereby amended, the “Tax Protection Period” with respect to each of the Real Properties shall expire on the earlier of (1) the date set forth opposite such Real Property on Schedule 2(a) attached hereto, or (2) the date on which the Subsequent Threshold Test has been satisfied; provided, however, that the provisions of Section 7.3.E of the Original LLC Agreement have no application with respect to payments of any Additional Consideration Amount under the 2012 Contribution Agreement.
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Tax Protection Period. 9.1.9(a) Taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9.1.9(a) Title Company. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3.1
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Related to Tax Protection Period

  • Distribution Compliance Period The Purchaser agrees not to resell, pledge or transfer any Purchased Shares within the United States or to any U.S. Person, as each of those terms is defined in Regulation S, during the 40 days following the Closing Date.

  • Clean-Up Period (a) Notwithstanding any other provision of any Finance Document:

  • Transition Period Due to the nature of our purchasing process, the District often requires an existing service provider to continue to provide goods and/or services while the District is in the process of advertising, evaluating, and awarding a contract for the provision of the same goods and/or services in the future. To accommodate this process, the Contractor shall agree to maintain the same terms and conditions set forth in this Agreement for a period up to ninety (90) days after the automatic termination of this Agreement at the end of its term, if requested by the District, as a transition period. In addition, if the Contractor is not the successful bidder for a future solicitation for the same or similar services, he or she shall agree to provide the same goods and/or services provided in this Agreement for a period up to ninety (90) days to allow for an orderly transition to the new provider. The District and the Contractor may mutually agree to a longer transition period.

  • Construction Period During the construction period, Redeveloper agrees to keep the construction area, including completed operations insured against loss or damage by fire, and such other risks, casualties, and hazards as are customarily covered by builders’ risk or extended coverage policies in an amount not less than the replacement value but allowing for reasonable coinsurance clauses and deductibles. In the event of any insured damage or destruction, Redeveloper agrees to use its good faith efforts to commence restoration of the Private Improvements to its prior condition within nine (9) months from the date of the damage or destruction, and shall diligently pursue the same to completion.

  • Retention Period The Engineer shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred and services provided (hereinafter called the Records). The Engineer shall make the records available at its office during the contract period and for seven (7) years from the date of final payment under this contract, until completion of all audits, or until pending litigation has been completely and fully resolved, whichever occurs last.

  • Evaluation Period Customer’s right to use the Services on a Trial Basis are time-limited and will terminate immediately upon the earlier of (i) the trial end date as specified in an Order Form or other document executed by the parties regarding such trial, or (ii) the start date of when Customer purchases a right to use such Services on a non-Trial Basis, or (iii) the date when QuoVadis terminates Customer’s right to use the Services on a Trial Basis (which QuoVadis may do at any time in its sole discretion). Customer must cease using the Services on a Trial Basis upon any such termination.

  • Consideration Period You have 21 days from the date this Separation Agreement is given to you to consider this Separation Agreement before signing it. You may use as much or as little of this 21-day period as you wish before signing. If you do not sign and return this Separation Agreement within this 21-day period, you will not be eligible to receive the benefits described in this Separation Agreement.

  • Closing Period “Pre-Closing Period” shall mean the period commencing as of the date of the Agreement and ending on the Closing Date.

  • VALUATION PERIOD Each Division will be valued at the end of each Valuation Period on a Valuation Date. A Valuation Period is each Business Day together with any non-Business Days before it. A Business Day is any day the New York Stock Exchange (NYSE) is open for trading, and the SEC requires mutual funds, unit investment trusts, or other investment portfolios to value their securities. ACCUMULATION VALUE The Accumulation Value of this Contract is the sum of the amounts in each of the Divisions of the Variable Separate Account and General Account. You select the Divisions of the Variable Separate Account and General Account to which to allocate the Accumulation Value. The maximum number of Divisions to which the Accumulation Value may be allocated at any one time is shown in the Schedule. ACCUMULATION VALUE IN EACH DIVISION ON THE CONTRACT DATE On the Contract Date, the Accumulation Value is allocated to each Division as elected by you, subject to certain terms and conditions imposed by us. We reserve the right to allocate premium to the Specially Designated Division during any Right to Examine contract period. After such time, allocation will be made proportionately in accordance with the initial allocation(s) as elected by you. ON EACH VALUATION DATE At the end of each subsequent Valuation Period, the amount of Accumulation Value in each Division will be calculated as follows:

  • Post-Termination Cooperation Following any termination of this Agreement, all Parties shall thereafter cooperate fully and work diligently in good faith to achieve an orderly resolution of all matters resulting from such termination.

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