Common use of Allocation and Distributions between Transferor and Transferee Clause in Contracts

Allocation and Distributions between Transferor and Transferee. Upon the transfer of all or any part of a Percentage Interest of a Member as hereinabove provided, Profits and Losses shall be allocated between the transferor and transferee on the basis of the computation method which in the reasonable discretion of the Manager is in the best interests of the Company, provided such method is in conformity with the methods prescribed by Section 706 of the Code and Treasury Regulation Section 1.704-1(c)(2)(ii). Distributions shall be made to the holder of record of the Percentage Interest on the date of distribution. Any transferee of a Percentage Interest shall succeed to the Capital Account of the transferor Member to the extent it relates to the Transferred Interest; provided, however, that if such transfer causes a termination of the Company pursuant to Section 708(b)(1)(B) of the Code, the Capital Accounts of all Members, including the transferee, shall be re-determined as of the date of such termination in accordance with Treasury Regulation Section 1.704-1(b).

Appears in 3 contracts

Samples: Operating Agreement (Capital Cities Fund, LLC), Operating Agreement (Capital Cities Fund, LLC), Operating Agreement (Capital Cities Fund, LLC)

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Allocation and Distributions between Transferor and Transferee. Upon the transfer of all or any part of a Percentage Member Interest of a Member as hereinabove providedprovided in this Agreement, Profits profits and Losses losses shall be allocated between the transferor and transferee on the basis of the computation method which in the reasonable discretion of the Manager is in the best interests of the CompanyFund, provided such method is in conformity with the methods prescribed by Section 706 of the Code and Treasury Regulation Section 1.704-1(c)(2)(ii). Distributions shall be made to the holder of record of the Percentage Member Interest on the date of distribution. Any transferee of a Percentage Member Interest shall succeed to the Capital Account of the transferor Member to the extent it relates to the Transferred transferred Membership Interest; provided, however, that if such transfer causes a termination of the Company Fund pursuant to Section 708(b)(1)(B) of the Code, the Capital Accounts of all Members, including the transferee, shall be re-determined as of the date of such termination in accordance with Treasury Regulation Section 1.704-1(b).

Appears in 2 contracts

Samples: Operating Agreement (Tuscan Gardens Secured Income Fund LLC), Operating Agreement (Tuscan Gardens Secured Income Fund LLC)

Allocation and Distributions between Transferor and Transferee. Upon the * transfer of all or any part of a Percentage Member Interest of a Member as hereinabove providedprovided in * this Agreement, Profits profits and Losses losses shall be allocated between the transferor * and transferee on the basis of the computation method which in the reasonable * discretion of the Manager is in the best interests of the CompanyFund, provided such * method is in conformity with the methods prescribed by Section 706 of the Code * and Treasury Regulation Section 1.704-1(c)(2)(ii). Distributions shall be made * to the holder of record of the Percentage Member Interest on the date of distribution. * Any transferee of a Percentage Member Interest shall succeed to the Capital Account of * the transferor Member to the extent it relates to the Transferred transferred Membership * Interest; provided, however, that if such transfer causes a termination of * the Company Fund pursuant to Section 708(b)(1)(B) of the Code, the Capital Accounts * of all Members, including the transferee, shall be re-determined as of the * date of such termination in accordance with Treasury Regulation Section * 1.704-1(b).

Appears in 1 contract

Samples: Operating Agreement (Tuscan Gardens Secured Income Fund LLC)

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Allocation and Distributions between Transferor and Transferee. Upon the transfer of all or any part of a Percentage Member Interest of a Member as hereinabove provided, Profits and Losses shall be allocated between the transferor and transferee on the basis of the computation method which in the reasonable discretion of the Manager Managing Member is in the best interests of the Company, provided such method is in conformity with the methods prescribed by Section 706 of the Code and Treasury Regulation Section 1.704-1(c)(2)(ii). Distributions shall be made to the holder of record of the Percentage Member Interest on the date of distribution. Any transferee of a Percentage Member Interest shall succeed to the Capital Account of the transferor Member to the extent it relates to the Transferred Interest; provided, however, that if such transfer causes a termination of the Company pursuant to Section 708(b)(1)(B) of the Code, the Capital Accounts of all Members, including the transferee, shall be re-determined as of the date of such termination in accordance with Treasury Regulation Section 1.704-1(b).

Appears in 1 contract

Samples: Operating Agreement (Aspen Mortgage Income Fund II, LLC)

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