ALLOCATION OF PROFITS AND LOSSES; OTHER ALLOCATIONS Sample Clauses

ALLOCATION OF PROFITS AND LOSSES; OTHER ALLOCATIONS. (a) Except as otherwise provided in this Agreement, Profit or Loss of the Partnership for each taxable year shall be allocated annually at the end of the Partnership's fiscal year in the following order and priority: (i) Profits of the Partnership generally will be allocated as follows: (A) first, to the General Partner to the extent the Losses previously allocated to it pursuant to clause (ii)(C) of this Section 8.1 are in excess of Profits previously allocated to it pursuant to this clause (i)(A); (B) then, 90% to the Limited Partners and 10% to the General Partner to the extent that losses previously allocated pursuant to paragraph (ii)(C) below are in excess of profits previously allocated to, then pursuant to this paragraph (i)(B); (C) then, 100% to the General Partner until the cumulative Profits allocated to the General Partner pursuant to this paragraph (i)(C) equals an amount equal to the Fixed Return; and (D) thereafter, any remaining Profits shall be allocated 90% to the Limited Partners and 10% to the General Partner. (ii) Losses of the Partnership generally will be allocated as follows: (A) first, 90% to the Limited Partners and 10% to the General Partner in an amount equal to the excess, if any, of (x) the cumulative Profits previously allocated to the Partners pursuant to clause (i)(D) above over (y) the cumulative Losses previously allocated to the Partners pursuant to this clause (ii)(A); (B) then, 90% to the Limited Partners until the Limited Partners' Capital Accounts are reduced to zero and 10% to the General Partner; and (C) thereafter, 100% to the General Partner; provided, however, that in no event shall Losses be allocated to the Limited Partners if the effect of such allocation would reduce their Capital Accounts to below zero. (b) As provided further in Section 10.4(a), allocations of Profits and Losses which would otherwise be made to a Limited Partner pursuant to the foregoing may instead be made to the General Partner with respect to the Unvested Interest of such Limited Partner whose
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ALLOCATION OF PROFITS AND LOSSES; OTHER ALLOCATIONS. (a) Except as otherwise provided in this Agreement, Profits, Losses and, to the extent necessary, individual items of income, gain, loss or deduction, of the Partnership shall be allocated among the Partners in a manner such that the Capital Account of each Partner, immediately after making such allocation, is, as nearly as possible, equal (proportionately) to (i) the distributions that would be made to such Partner pursuant to Section 8.2(a) if the Partnership were dissolved, its affairs wound up and its assets sold for cash equal to their Carrying Value, all Partnership liabilities were satisfied (limited with respect to each nonrecourse liability to the Carrying Value of the assets securing such liability), and the net assets of the Partnership were distributed in accordance with Sections 8.2(a) to the Partners immediately after making such allocation, MINUS (ii) such Partner's share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, computed immediately prior to the hypothetical sale of assets. (b) As provided further in Section 9.4(a), allocations of Profits and Losses which would otherwise be made to a Limited Partner pursuant to the foregoing may instead be made to the General Partner with respect to the Unvested Interest of such Limited Partner whose employment with a member of the XL Group has terminated other than due to such Limited Partner's death or Disability.
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Related to ALLOCATION OF PROFITS AND LOSSES; OTHER ALLOCATIONS

  • Allocation of Profits and Losses The Company’s profits and losses shall 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.

  • Allocations of Profits and Losses Except as otherwise provided in this Agreement, Profits and Losses (and, to the extent necessary, individual items of income, gain or loss or deduction of the Partnership) shall be allocated in a manner such that the Capital Account of each Partner after giving effect to the Special Allocations set forth in Section 5.05 is, as nearly as possible, equal (proportionately) to (i) the distributions that would be made pursuant to Article IV if the Partnership were dissolved, its affairs wound up and its assets sold for cash equal to their Carrying Value, all Partnership liabilities were satisfied (limited with respect to each non-recourse liability to the Carrying Value of the assets securing such liability) and the net assets of the Partnership were distributed to the Partners pursuant to this Agreement, minus (ii) such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, computed immediately prior to the hypothetical sale of assets. For purposes of this Article V, each Unvested Unit shall be treated as a Vested Unit. Notwithstanding the foregoing, the General Partner shall make such adjustments to Capital Accounts as it determines in its sole discretion to be appropriate to ensure allocations are made in accordance with a partner’s interest in the Partnership.

  • Allocation of Profit or Loss All Profit or Loss shall be allocated to the Member.

  • Profits and Losses Distributions Until the admission of additional Members, the Original Member shall be entitled to all allocations of LLC profits and losses and to allocations of distributions.

  • Allocation of Profit and Loss Section 5.01 of the Partnership Agreement is hereby deleted in its entirety and the following new Section 5.01 is inserted in its place:

  • Allocation of Profits Profits for any Year shall be allocated in the following order and priority: (i) First, to any Partner who was allocated Losses after the Capital Account of any other Partner was reduced to zero (0), to the extent of such Losses; provided, however, that in the event that the foregoing applies to more than one Partner, to those Partners pro rata according to the amount of such Losses allocated to each; and (ii) Second, to the Partners in accordance with their relative Percentage Interests.

  • Allocation of Net Profits and Net Losses As of the last day of each Fiscal Period, any Net Profits or Net Losses for the Fiscal Period shall be allocated among and credited to or debited against the Capital Accounts of the Members in accordance with their respective Investment Percentages for such Fiscal Period.

  • Profits and Losses For financial accounting and tax purposes, the Company’s net profits or net losses shall be determined on an annual basis in accordance with the manner determined by the Board. In each year, profits and losses shall be allocated entirely to the Member.

  • Net Losses After giving effect to the special allocations set forth in Section 6.1(d), Net Losses for each taxable period and all items of income, gain, loss and deduction taken into account in computing Net Losses for such taxable period shall be allocated as follows: (i) First, 2% to the General Partner, and 98% to the Unitholders, Pro Rata, until the aggregate Net Losses allocated pursuant to this Section 6.1(b)(i) for the current taxable year and all previous taxable years is equal to the aggregate Net Income allocated to such Partners pursuant to Section 6.1(a)(iii) for all previous taxable years, provided that the Net Losses shall not be allocated pursuant to this Section 6.1(b)(i) to the extent that such allocation would cause any Unitholder to have a deficit balance in its Adjusted Capital Account at the end of such taxable year (or increase any existing deficit balance in its Adjusted Capital Account); (ii) Second, 2% to the General Partner, and 98% to the Unitholders, Pro Rata; provided, that Net Losses shall not be allocated pursuant to this Section 6.1(b)(ii) to the extent that such allocation would cause any Unitholder to have a deficit balance in its Adjusted Capital Account at the end of such taxable year (or increase any existing deficit balance in its Adjusted Capital Account); (iii) Third, the balance, if any, 100% to the General Partner.

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