Common use of Allocation on Transfer Clause in Contracts

Allocation on Transfer. If any Ownership Interest is transferred ---------------------- during any Fiscal Year of the Company (whether by liquidation of an Ownership Interest, Transfer of all or part of an Ownership Interest or otherwise), the books of the Company will be closed as of the effective date of Transfer. The Profits or Losses attributed to the period from the first day of such Fiscal Year through the effective date of Transfer will be allocated to the Transferor and the Profits or Losses attributed to the period commencing on the day after the effective date of Transfer will be allocated to the Transferee. In lieu of an interim closing of the books of the Company and with the agreement of the Transferor and the Transferee, the Company may allocate Profits and Losses for such Fiscal Year between the Transferor and the Transferee based on a daily proration of items for such Fiscal Year or any other reasonable method of allocation (including an allocation of extraordinary Company items, as determined by the Company, based on when such items are recognized for federal income tax purposes).

Appears in 3 contracts

Samples: Operating Agreement (FLN Finance Inc), Operating Agreement (FLN Finance Inc), Operating Agreement (FLN Finance Inc)

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Allocation on Transfer. If any Ownership Interest is transferred ---------------------- Transferred during any Fiscal Year of the Company (whether by liquidation of an Ownership Interest, Transfer of all or part of an Ownership Interest or otherwise), the books of the Company will be closed as of the effective date of Transfer. The Profits or Losses attributed to the period from the first day of such Fiscal Year through the effective date of Transfer will be allocated to the Transferor and the Profits or Losses attributed to the period commencing on the day after the effective date of Transfer will be allocated to the Transferee. In lieu of an interim closing of the books of the Company and with the agreement of the Transferor and the Transferee, the Company may allocate Profits and Losses for such Fiscal Year between the Transferor and the Transferee based on a daily proration of items for such Fiscal Year or any other reasonable method of allocation (including an allocation of extraordinary Company items, as determined by the Company, based on when such items are recognized for federal income tax purposes).

Appears in 2 contracts

Samples: Operating Agreement (Tci Satellite Entertainment Inc), Operating Agreement (Tci Satellite Entertainment Inc)

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Allocation on Transfer. If any Ownership Interest is transferred during ---------------------- during any Fiscal Year of the Company (whether by liquidation of an Ownership Interest, Transfer of all or part of an Ownership Interest or otherwise), the books of the Company will be closed as of the effective date of Transfer. The Profits or Losses attributed to the period from the first day of such Fiscal Year through the effective date of Transfer will be allocated to the Transferor and the Profits or Losses attributed to the period commencing on the day after the effective date of Transfer will be allocated to the Transferee. In lieu of an interim closing of the books of the Company and with the agreement of the Transferor and the Transferee, the Company may allocate Profits and Losses for such Fiscal Year between the Transferor and the Transferee based on a daily proration of items for such Fiscal Year or any other reasonable method of allocation (including an allocation of extraordinary Company items, as determined by the Company, based on when such items are recognized for federal income tax purposes).

Appears in 2 contracts

Samples: Operating Agreement (FLN Finance Inc), Operating Agreement (FLN Finance Inc)

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