Contribution of Property. In accordance with Code Section 704(c) and the Regulations thereunder, income, gain, loss, and deduction as to any property contributed to the capital of the Partnership shall, for tax purposes, be allocated among the Partners so as to take into account any variation between the adjusted basis of such property to the Partnership for federal income tax purposes and the fair market value of such property.
Contribution of Property. At the Closing and subject to the terms and conditions contained in this Agreement, the Contributor shall contribute, transfer, assign, convey and deliver to the Operating Partnership, absolutely and unconditionally, and free and clear of all Liens (other than Permitted Liens), all of its right, title and interest to the Property. The contribution of the Property shall be evidenced by a Deed. The parties shall take such additional actions and execute such additional documentation as may be required by the Contributor’s entity documents and the OP Agreement, or as reasonably requested by the Operating Partnership in order to effect the transactions contemplated hereby. 2.2
Contribution of Property. Subject to the consent of the Trustee, the Employer may make its contribution to the Plan in the form of property, provided such contribution does not constitute a prohibited transaction under the Code or ERISA. The decision to make a contribution of property is subject to the general fiduciary rules under XXXXX.
Contribution of Property. Prior to the distribution of the Ashford LLC Common Units to the limited partners of Ashford Trust OP holding Ashford Trust OP Common Units, pursuant to Section 2.1(a) Ashford Trust OP agrees to contribute to Ashford LLC $30.8 million in cash for working capital purposes. Additionally, on the Distribution Date, Ashford Trust agrees to execute the Licensing Agreement, pursuant to which it will, among other things, assign all of its rights, on a nonexclusive basis, in and to certain names, trademarks and service marks of Ashford Trust to Ashford Inc.
Contribution of Property. (a) Following the latest of such time as: (i) the City approves the transfer of the Property to the Joint Venture pursuant to the Development Agreement; (ii) the City and the County approve the recordation of the Parcel Map; (iii) MR Sub or its Affiliates shall have obtained all other governmental or quasi-governmental approvals necessary to permit the transfer of title to the Property to the Joint Venture; (iv) the City has vacated the existing public works facilities located on the Property, and MRI, MR Sub or the City, as appropriate, has caused all such facilities to be completely removed from the Property; (v) MRI and MR Sub have obtained all Master Plan Approvals; and (vi) MRI and/or MR Sub shall have obtained and recorded a Lis Pendens Release as it affects the status of title to Tract A or Tract C, as applicable, and otherwise satisfied any and all Lis Pendens Requirements, but not sooner than the latest date practicable prior to having met all conditions to allow the first draw under the Construction Financing (except for any conditions relating to the conveyance of the Property or to capital contributions which are to be made concurrently with the contribution of the Property to the Joint Venture), MR Sub shall, as an additional capital contribution, convey, or cause to be conveyed, to the Joint Venture fee title to either Tract A or Tract C, as applicable, by bargain and sale deed, with covenants against the grantor's acts, and with covenants that the Property shall be free and clear of all monetary liens and encumbrances and all other liens, encumbrances, rights and restrictions which would materially adversely affect the Joint Venture's contemplated use of the Property, other than those liens, encumbrances, rights and restrictions contained or referred to in the deed to the Parcel from the City to MR Sub, in the Development Agreement, in the Stewxxx Xxxle Guaranty Company ALTA Owners Policy of Title Insurance, dated as of January 9, 1997 [sic], Policy No. 0-9900-000000, xx in the Commonwealth Land Title Insurance Company of New Jersey ALTA Owners Policy of Title Insurance, dated as of January 8, 1998, Policy No. L950400. The Parties agree to amend this Agreement to insert an additional Exhibit to this Agreement containing the legal descriptions of Tracts A, B and C, respectively, at the time of recordation of the Parcel Map.
Contribution of Property. In the event any Member actually contributes to the Company any property other than cash, any portion of any income, gain, loss or deduction with respect to such property shall be allocated between or among the Members in accordance with Section 704(c) of the Code and Treasury Regulations Sections 1.704-3 and 1.704-3T, and the Members' Capital Accounts shall be adjusted pursuant to the rules set forth in Treasury Regulations Sections 1.704-l(b)(2)(iv)(d) and 1.704-l(b)(2)(iv)(g) for allocations to the Members of income, gain, loss and deduction (including depreciation, amortization or other cost recovery) as computed for book purposes with respect to such property, so as to take account of the variation, if any, between the adjusted tax basis of such property to the Company and its fair market value at the time of its contribution. Allocations of income, gain, loss and deduction to Members under this Section 4.10 shall not affect a Member's Capital Account.
Contribution of Property. Q: What are the obligations of partners with respect to contribution of property?
Contribution of Property. Pursuant to, based upon and subject to (i) the Operating Agreement, (ii) the assumption of the Assumed Liabilities (as defined herein) by the Company and the applicable Subsidiary as provided in Section 2 and (iii) the terms and conditions herein set forth, Inland hereby agrees to contribute, convey and assign to the Subsidiaries from time to time hereafter, and Company, through its Subsidiaries, agrees to accept from Inland as consideration for the issuance of an ownership interest in the Company as set forth in and pursuant to the Operating Agreement, all of the following:
Contribution of Property. The Company may accept contributions of property, goods or services other than cash, valued at fair market value by the Manager(s), for the property, goods or services contributed. Such contributions will be referred to as "Capital Contributions."
