Common use of Code Section 754 Adjustment Clause in Contracts

Code Section 754 Adjustment. To the extent an adjustment to the adjusted tax basis of any Venture asset, pursuant to Code sections 734(b) or 743(b) is required, pursuant to Regulation sections 1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as a result of a distribution to a Venturer in complete liquidation of its Venture interest, the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specifically allocated to the Venturers in accordance with their share of Venture Profits as determined under Sections 8.3.1 or 8.3.2, as appropriate (in the event Regulations section 1.704-1(b)(2)(iv)(m)(2) applies) or to the Venturer to whom such distribution was made (in the event Regulations section 1.704-1(b)(2)(iv)(m)(4) applies).

Code Section 754 Adjustment. To the extent an adjustment to the adjusted tax basis of any Venture asset, pursuant to Code sections Company Section 734(b) or Code Section 743(b) is required, pursuant to Regulation sections Regulations Section 1.704-1(b)(2)(iv)(m)(2l(b)(2)(iv)(m)(2) or Regulations Section 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts Accounts, as a result of a distribution to a Venturer partner in complete liquidation of its Venture interest, interests the amount of such adjustment to the Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specifically allocated to the Venturers Members in accordance with their share of Venture Profits as determined under Sections 8.3.1 or 8.3.2, as appropriate (interests in the Company in the event Regulations section Section 1.704-1(b)(2)(iv)(m)(2l(b)(2)(iv)(m)(2) applies) , or to the Venturer Members to whom such distribution was made (in the event that Regulations section Section 1.704-1(b)(2)(iv)(m)(4l(b)(2)(iv)(m)(4) applies).