Original Asset definition

Original Asset means each asset, including an asset described in Section 197(d) of the Code, that is held by the LLC (and any asset whose tax basis is determined, in whole or in part, by reference to the adjusted basis of any such asset) at the time of an Exchange.
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Original Asset means an asset representing an original creditor relationship.
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Examples of Original Asset in a sentence

  • For the avoidance of doubt, the Corporation’s share of the LLC’s Tax basis for such Original Asset that is attributable to the Units Exchanged shall be considered to be an amount of the Tax basis of the Original Asset, without regard to any Basis Adjustment, proportionate to the ratio that the number of Units Exchanged bears to the number of outstanding Units immediately prior to such Exchange.

  • The phrase “Series B Closing Date, contemporaneously with the Series B Closing” in Section 2.10(g) of the Original Asset Transfer Agreement is hereby replaced with “first Business Day immediately following the Employee Transition Date”.

  • This Agreement, the Transaction Agreements and the documents referred to herein and therein contain the entire agreement between the Parties and supersede any prior understandings, agreements or representations by or between the Parties, written or oral, which may have related to the subject matter hereof in any way (including the Original Asset Purchase Agreement).

  • In the event of a conflict between the Original Asset Transfer Agreement and this Amendment No. 1, this Amendment No. 1 shall control.

  • No amendments are made other than those expressly set forth in this Amendment No. 1, and all provisions of the Original Asset Transfer Agreement unaffected by this Amendment No. 1 remain in full force and effect.

  • The phrase “Series B Closing Date” in Section 4.3 of the Original Asset Transfer Agreement is hereby replaced with “first Business Day immediately following the Employee Transition Date”.

  • Since the date of the Original Asset Purchase Agreement, the Marcus Entities have determined that some of the real estate underlying several of the Baymont Hotels was owned by Affiliates of the Marcus Entities and other such real estate was titled in the name of partnerships that have been dissolved prior to the date hereof, including Xxxxxx-Xxxxxxxx Partnership.

  • Except as otherwise expressly amended by this Amendment, the Original Asset Purchase Agreement shall remain in full force and effect as so amended in accordance with its terms and conditions and does not prejudice any accrued rights or obligations which the parties to the Original Asset Purchase Agreement have under that agreement.

  • For purposes of this Agreement, in computing the effect of the Basis Adjustment on the Tax liability of the Corporation, the actual basis adjustment to each Original Asset under Section 732 or Section 743(b) of the Code shall be recovered by the Corporation in accordance with its actual recovery for purposes of the applicable Tax.

  • For the avoidance of doubt, the Company shall continue to be bound by the Company Agreements and neither the Sellers nor any of the Released Parties has or shall have any further obligation or liability under the Original Asset Purchase Agreement or any Company Agreement.

Related to Original Asset

  • Original Assessed Value means zero dollars ($284,400), the taxable assessed value of the Developer Property as of March 31, 2020 (April 1, 2019), provided, however that in the event that a City revaluation occurs and results in an increase or decrease of any Developer Property that was included as a part of the initial Original Assessed Value as of April 1, 2019, the Original Assessed Value then in effect shall be increased or decreased by a like amount and such adjusted Original Assessed Value shall thereafter (subject to another City revaluation) be the Original Assessed Value for the purposes of this Agreement.

  • Additional Assets means (i) any property or assets (other than Indebtedness and Capital Stock) in a Related Business; (ii) the Capital Stock of a Person that becomes a Restricted Subsidiary as a result of the acquisition of such Capital Stock by the Company or another Restricted Subsidiary or (iii) Capital Stock constituting a minority interest in any Person that at such time is a Restricted Subsidiary; provided, however, that any such Restricted Subsidiary described in clauses (ii) or (iii) above is primarily engaged in a Related Business.

  • Capital Asset means, with respect to the Borrower and its Subsidiaries, any asset that should, in accordance with GAAP, be classified and accounted for as a capital asset on a Consolidated balance sheet of the Borrower and its Subsidiaries.

  • Initial Assets The Assets identified on Schedule I hereto.

  • Digital asset means an electronic record in which an individual has a right or interest. The term does not include an underlying asset or liability unless the asset or liability is itself an electronic record.

  • Regional asset limit means the maximum housing value in each housing region affordable to a four-person household with an income at 80 percent of the regional median as defined by duly adopted Regional Income Limits published annually by COAH or a successor entity.

  • Existing Equipment means equipment, machines, devices or installations that are in operation prior to September 23, 1970.

  • Asset includes every kind of property, asset, interest or right, including any present, future or contingent right to any revenues or other payment;

  • Principal Property means any manufacturing plant or manufacturing facility, located within the United States of America (other than its territories and possessions), owned or leased by the Company or any Restricted Subsidiary, unless, in the opinion of the Board of Directors, such plant, facility or property is not of material importance to the total business conducted by the Company and its Restricted Subsidiaries as an entirety.

  • Initial assessed value means the assessed value, as equalized, of all the taxable property within the boundaries of the development area at the time the resolution establishing the tax increment financing plan is approved as shown by the most recent assessment roll of the municipality for which equalization has been completed at the time the resolution is adopted. Property exempt from taxation at the time of the determination of the initial assessed value shall be included as zero. For the purpose of determining initial assessed value, property for which a specific local tax is paid in lieu of a property tax shall not be considered property that is exempt from taxation. The initial assessed value of property for which a specific tax was paid in lieu of a property tax shall be determined as provided in subdivision (w).

  • Fixed Asset means a tangible non-current asset, including buildings and equipment, acquired not for sale but for use for the Project during the Eligible Expenditure Period;

  • Excluded Asset means any asset of any Grantor excluded from the security interest hereunder by virtue of Section 2.2 hereof but only to the extent, and for so long as, so excluded thereunder.

  • Restricted Asset has the meaning specified in Section 2.4(1).

  • Automatic tabulating equipment means apparatus that automatically examines

  • Financial Asset The meaning specified in Section 8-102(a)(9) of the UCC.

  • Disposition Date shall have the meaning ascribed thereto in Subsection 5.1(d);

  • Principal Proceeds With respect to any Collection Period or Determination Date, all amounts received by the Issuer during the related Collection Period that do not constitute Interest Proceeds and any other amounts that have been designated as Principal Proceeds pursuant to the terms of this Indenture.

  • Underlying Asset means the object or underlying asset in a CFD which may be Currency Pairs (for FX Contracts), Equity Indices, base or precious Metals, Forwards, Commodities, Stocks, Shares Indices and Futures. It is understood that the list is subject to change and Clients must refer each time on the Trading Platform.

  • Investment Related Property means (i) all “investment property” (as such term is defined in Article 9 of the UCC) and (ii) all of the following (regardless of whether classified as investment property under the UCC): all Pledged Equity Interests, Pledged Debt, the Investment Accounts and certificates of deposit.

  • Original Pool Balance means the Pool Balance as of the Cutoff Date.

  • Original Collateral Sale Price means JPY 6,399,647,993. Notwithstanding anything to the contrary in the Collateral Sale Agreement, the consideration for the Initial Charged Assets is the Issue Price of the Notes plus the entry into the Swap Agreement by the Issuer.

  • Replacement Airframe means an Airbus A321 aircraft or a comparable or improved model of Manufacturer (except (a) Engines or engines from time to time installed thereon and any and all Parts related to such Engine or engines and (b) Excluded Equipment), that shall have been made subject to the Lien of the Indenture pursuant to Section 7.05 thereof, together with all Parts relating to such aircraft.

  • Permitted Asset Swap means the concurrent purchase and sale or exchange of Related Business Assets or a combination of Related Business Assets and cash or Cash Equivalents between the Borrower or a Restricted Subsidiary and another Person; provided that any cash or Cash Equivalents received must be applied in accordance with Section 10.4.

  • Specified Asset as defined in subsection 4.2.2 hereof.

  • Original Value The lesser of (a) the Appraised Value of a Mortgaged Property at the time the related Mortgage Loan was originated and (b) if the Mortgage Loan was made to finance the acquisition of the related Mortgaged Property, the purchase price paid for the Mortgaged Property by the Mortgagor at the time the related Mortgage Loan was originated.