Built-in Gain definition

Built-in Gain means an amount equal to: (i) the Highest Sale Price (as hereinafter defined) determined as of the date the Change in Control occurs, multiplied by the total number of shares of common stock of the Company which the Executive could acquire by exercising all of the options to acquire common stock of the Company which, as of the date the Change in Control occurs, were issued to the Executive, outstanding and unexercised, minus (ii) the Aggregate Exercise Price of such options.

Built-in Gain means an amount equal to:

Built-in Gain means the excess of the gross fair market value of one or more of the Real Properties or Successor Properties over the adjusted tax basis of such property or properties (as the case may be) for federal income tax purposes, as determined as of the Effective Date, as reduced from time to time in accordance with applicable provisions of the Code and Regulations.

Examples of Built-in Gain in a sentence

• For purposes of Treasury Regulation Section 1.752-3(a)(3), the Partners agree that Nonrecourse Liabilities of the Partnership in excess of the sum of (A) the amount of Partnership Minimum Gain and (B) the total amount of Nonrecourse Built-in Gain shall be allocated among the Partners in accordance with their respective Percentage Interests.

• For purposes of Treasury Regulation Section 1.752-3(a)(3), the Partners agree that Nonrecourse Liabilities of the Partnership in excess of the sum of (A) the amount of Partnership Minimum Gain and (B) the total amount of Nonrecourse Built-in Gain shall be allocated among the Partners Pro Rata.

• For purposes of Regulations Section 1.752-3(a), the Partners agree that Nonrecourse Liabilities of the Partnership in excess of the sum of (i) the amount of Partnership Minimum Gain and (ii) the total amount of Nonrecourse Built-in Gain shall be allocated among the Partners in accordance with their respective Partnership Interests.

• For purposes of Treasury Regulation Section 1.752-3(a)(3), the Partners agree that Nonrecourse Liabilities of the Partnership in excess of the sum of (A) the amount of Partnership Minimum Gain and (B) the total amount of Nonrecourse Built-in Gain shall be allocated as determined by the General Partner in accordance with any permissible method under Treasury Regulation Section 1.752-3(a)(3).

• For purposes of Regulations Section 1.752-3(a), the Partners agree that Nonrecourse Liabilities of the Partnership in excess of the sum of (i) the amount of Partnership Minimum Gain and (ii) the total amount of Nonrecourse Built-in Gain shall be allocated among the Partners in accordance with their respective Percentage Interests.

More Definitions of Built-in Gain

Built-in Gain means the difference between the initial Gross Asset Value of any property contributed to the Partnership and its adjusted basis for federal income tax purposes immediately prior to contribution.

Built-in Gain means the unrealized built-in gain of the Limited Partner in the Assets as determined from time to time in accordance with Section 704(c), Treasury Regulation ss. 1.704-3(a)(3) and the Partnership Agreement.

Built-in Gain means gain allocable under Section 704(c) of the Code pursuant to Treasury Regulations Section 1.704-1(b)(4)(i) to the LVP Parties (or their Indirect Owners) with respect to the Properties, taking into account any special inside basis of the LVP Parties (or their Indirect Owners) under Section 743(b) of the Code with respect to the Properties. Such Built-In Gain shall be the amount determined on the Applicable Spreadsheet and thereafter shall be adjusted from time to time pursuant to the principles set forth in the Code and the Regulations thereunder. Built-In Gain shall be reduced by any Built-In Gain that is recognized for federal income tax purposes prior to or during the Protected Period.

Built-in Gain means with respect to any Company property (a) the excess of the Agreed Value of any Contributed Property over its adjusted basis for U.S. federal income tax purposes as of the time of contribution and (b) in the case of any adjustment to the Carrying Value of any Company property pursuant to the definition of Carrying Value as a result of a contribution of property in exchange for Units in the Company, the Unrealized Gain with respect to that property.

Built-in Gain has the meaning set forth in the LLC Agreement.

Built-in Gain means the excess of the aggregate Fair Market Value of any Stock otherwise issuable on exercise of a terminated Option, over the aggregate Option Price otherwise due the Company on such exercise. The Board (in accordance with the terms of Paragraph 6(d) of the Plan) may provide such assistance to the Optionee to facilitate the exercise of this Option as it deems appropriate; provided, however, that the Board, as a prerequisite to providing such assistance, may require satisfaction of any rules or conditions it deems appropriate. Shares of Stock used to pay the Option Price shall be valued at their Fair Market Value on the date of exercise. The Optionee's notice of exercise shall also be accompanied by payment (in accordance with the terms of Paragraph 6(p) of the Plan) of the amount of federal and state income and employment taxes that the Company is required to collect from Optionee because of the exercise of the Option.

Built-in Gain means gain allocable under Section 704(c) of the Code or under so-called “reverse” Section 704(c) principles pursuant to Treasury Regulation Section 1.704-1(b)(4)(i) to AMR with respect to the Properties or the Contributed Interest (taking into account any special inside basis of AMR under Section 743(b) of the Code with respect to the Properties or the Contributed Interest). For purposes of determining Built-in Gain with respect to the Properties, the assets of MRL shall be deemed to have been revalued for federal income tax purposes, and the capital accounts of the partners therein adjusted, immediately prior to the Contribution pursuant to the principles of Treasury Regulation Section 1.704-2(b)(2)(iv)(f) (notwithstanding that no event described in Treasury Regulation Section 1.704-2(b)(2)(iv)(f)(5) occurs with respect to MRL in connection with the Contribution). After the Closing Date, the Built-in Gain shall be reduced from time to time pursuant to the principles set forth in the Code and the Regulations thereunder.