Adjustments to Book Value. In the Board's discretion, the JV may adjust the Book Value of its assets to fair market value in accordance with Treasury Regulation Section 1.704‑1(b)(2)(iv)(f) including as of the following times: (i) in connection with the issuance of Shares; (ii) in connection with the Distribution by the JV to a Shareholder of more than a de minimis amount of the JV's assets, including money, if as a result of such Distribution, such Shareholder's interest in the JV is reduced; and (iii) the liquidation of the JV within the meaning of Treasury Regulation Section 1.704‑1(b)(2)(ii)(g). Any such increase or decrease in Book Value of an asset shall be allocated as a Profit or Loss to the Capital Accounts of the Shareholders under clause 3.1 (determined immediately prior to the issuance of new Shares).
Appears in 3 contracts
Sources: Joint Venture Agreement (Guardant Health, Inc.), Joint Venture Agreement (Guardant Health, Inc.), Joint Venture Agreement (Guardant Health, Inc.)