Section 704(b) Value definition

Section 704(b) Value means the fair market value of any Protected Property or Gain Limitation Property as agreed to by the Partnership and the Protected Partners and as forth next to each Protected Property on Schedule 2.1(b). For purposes of this Agreement, the aggregate Section 704(b) Value for all properties contributed to the Partnership by the Protected Partners in the Transaction will be the agreed value of the Units to be issued in the Transaction plus the mortgage debt secured by or allocable to such properties outstanding on the Closing Date that is assumed by the Partnership pursuant to the Contribution Agreement. The Section 704(b) Value for each Protected Property and each Gain Limitation Property shall be as determined by agreement between the Protected Partners and the Partnership pursuant to this Agreement. The Partnership shall initially carry the Protected Property or Gain Limitation Property on its books at a value equal to the Section 704(b) Value as set forth above.
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Related to Section 704(b) Value

  • 704(c) Value of any Contributed Property means the fair market value of such property or other consideration at the time of contribution, as determined by the General Partner using such reasonable method of valuation as it may adopt. Subject to Exhibit B hereof, the General Partner shall, in its sole and absolute discretion, use such method as it deems reasonable and appropriate to allocate the aggregate of the 704(c) Values of Contributed Properties in a single or integrated transaction among the separate properties on a basis proportional to their respective fair market values.

  • Adjusted Capital Account Deficit means, with respect to any Member, the deficit balance, if any, in such Member’s Capital Account as of the end of the relevant Fiscal Year, after giving effect to the following adjustments:

  • Treasury Regulations means the regulations promulgated under the Code.

  • Adjusted Consolidated Net Tangible Assets means (without duplication), as of the date of determination, the remainder of:

  • Consolidated federal income tax return means a consolidated return filed for federal income tax purposes pursuant to section 1501 of the Internal Revenue Code.