Allocation of ACL Holdings Book Income and Loss Sample Clauses

Allocation of ACL Holdings Book Income and Loss. Subject to refinement in the definitive documents to reflect the parties' intentions accurately: (I) The holders of Senior Preferred Units shall be allocated quarterly (and at such other times that such allocation will make a difference in connection with another allocation, distribution or other event) in proportion to the number of such Units held, items of gross income in an aggregate annual amount equal to the unallocated preferred yield on the Senior Preferred Units. (II) In addition, in the event that, in a prior period, there were insufficient items of gross income to make the allocation provided in (I) in full, the holders of the Senior Preferred Units shall be allocated quarterly (and at such other times that such allocation will make a difference in connection with another allocation, distribution or other event), in proportion to the number of such Units held, items of gross income in an amount equal to the additional amount that would have been allocated to the holders of the Senior Preferred Units in prior periods and the current period pursuant to (I) above had there been no such shortfall. b. Subject to a. above and d. and f. below, book Net Income shall be allocated at least annually (and at such other times that such allocation will make a difference in connection with another allocation, distribution or other event): i. first, pro rata to the holders of Senior Preferred Units until they have been allocated aggregate Net Income equal to the previously allocated Net Losses under clause c.iv. below that have not been offset by allocations under this clause b.i.; ii. second, pro rata to the holders of Junior Preferred Units until they have been allocated aggregate Net Income equal to the sum of (A) aggregate Net Losses previously allocated under clause c.iii. below that have not been offset by allocations under this clause b.ii.(A), and (B) their unallocated preferred yield; iii. third, pro rata to the holders of Senior Common Units until they have been allocated aggregate Net Income equal to the sum of (A) aggregate Net Losses previously allocated under clause c.ii. below and not offset by allocations under this clause b.iii.(A), (B) an amount equal to $32.5 million to the extent previously unallocated pursuant to this clause b.iii.(B), and (C) their unallocated yield on a notional principal balance of $35.9 million; and iv. thereafter, pro rata to the holders of Junior Common Units. c. Subject to a. above and d. and f. below, book Net Losse...
Sample 1
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Related to Allocation of ACL Holdings Book Income and Loss

  • Allocation of Net Income and Net Loss Net Income or Net Loss of the Partnership shall be determined as of the end of each calendar year and as of the end of any interim period extending through the day immediately preceding any (i) disproportionate Capital Contribution, (ii) disproportionate distribution, (iii) Transfer of a Partnership Interest in accordance with the terms of this Agreement, or (iv) Withdrawal Event. If a calendar year includes an interim period, the determination of Net Income or Net Loss for the period extending through the last day of the calendar year shall include only that period of less than twelve (12) months occurring from the day immediately following the last day of the latest interim period during the calendar year and extending through the last day of the calendar year. For all purposes, including income tax purposes, Net Income, if any, of the Partnership for each calendar year or interim period shall be allocated among the Partners in proportion to their respective Partnership Percentages for the calendar year or interim period. In the event of a Net Loss for a particular calendar year or interim period, then, for such calendar year or interim period, the Net Loss for such calendar year or interim period shall be allocated among the Partners in proportion to their respective Partnership Percentages for the calendar year or interim period.

  • Determination of Net Asset Value, Net Income and Distributions Subject to applicable federal law including the 1940 Act and Section 3.6 hereof, the Trustees, in their sole discretion, may prescribe (and delegate to any officer of the Trust or any other Person or Persons the right and obligation to prescribe) such bases and time (including any methodology or plan) for determining the per Share or net asset value of the Shares of the Trust or any Series or Class or net income attributable to the Shares of the Trust or any Series or Class, or the declaration and payment of dividends and distributions on the Shares of the Trust or any Series or Class and the method of determining the Shareholders to whom dividends and distributions are payable, as they may deem necessary or desirable. Without limiting the generality of the foregoing, but subject to applicable federal law including the 1940 Act, any dividend or distribution may be paid in cash and/or securities or other property, and the composition of any such distribution shall be determined by the Trustees (or by any officer of the Trust or any other Person or Persons to whom such authority has been delegated by the Trustees) and may be different among Shareholders including differences among Shareholders of the same Series or Class.

  • Net Income and Net Loss All net income or net loss of the Company shall be for the account of the Member.

  • Allocations of Net Income and Net Loss Except as otherwise provided in this Agreement, after giving effect to the special allocations in subparagraph 1(c) and paragraph 2, Net Income, Net Loss and, to the extent necessary, individual items of income, gain, loss or deduction, of the Partnership for each fiscal year or other applicable period of the Partnership shall be allocated among the General Partner and Limited Partners in accordance with their respective Percentage Interests.

  • Allocations of Income and Loss For each taxable year, each holder of Preferred Units will be allocated a portion of the Net Income and Net Loss of the Partnership equal to the portion of the Net Income and Net Loss of the Partnership that would be allocated to such holder pursuant to Article 6 of the Agreement if such holder held a number of Partnership Common Units equal to (i) the number of Preferred Units held by such holder, multiplied by (ii) 0.625. Upon liquidation, dissolution or winding up of the Partnership, the Partnership shall endeavor to allocate income and gain to the holders of the Preferred Units such that the Capital Accounts related to the Preferred Units are equal to their Liquidation Preference.

  • Allocation of Profits and Losses The Company’s profits and losses shall be allocated to the Member.

  • Return of Contribution Nonrecourse to Other Members Except as provided by law, upon dissolution, each member shall look solely to the assets of the Company for the return of the member's capital contribution. If the Company property remaining after the payment or discharge of the Company's debts and liabilities is insufficient to return the cash contribution of one or more members, such member or members shall have no recourse against any other member or the Board.

  • Participation in Profits and Losses All profits and losses of the Company will be allocated to the Member.

  • Allocation of Profits and Losses Distributions Profits/Losses. For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

  • Deficit Capital Accounts No Member will be required to pay to the Company, to any other Member or to any third party any deficit balance that may exist from time to time in the Member’s Capital Account.

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