Allocations of Profit and Loss and Distributions Sample Clauses

Allocations of Profit and Loss and Distributions a. Pre-Closing Hotel Profits and Losses. All profits, losses and other items earned or incurred with respect to the Additional Hotel on or prior to the Closing Date shall be allocated to the Additional Limited Partner. All Profits, Losses and other taxable items earned or incurred after the Closing Date (as defined in the Contribution Agreement) shall be for the account of the Partnership. The General Partner and the Additional Limited Partner shall determine the amount of such items incurred or earned on or prior to the, as opposed to after the, Closing Date in any reasonable manner permitted under the Internal Revenue Code of 1986, as amended (the "Code") and the Regulations.
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Allocations of Profit and Loss and Distributions. (i) For purposes of maintaining the Capital Accounts of the Partnership, the Net Income and Net Loss with respect to each year shall be allocated among the Partners in the ratio of their respective Percentage Interests, except that appropriate adjustments shall be made to the allocations to the extent that capital contributions after the date hereof are not made in the ratio of the Partners' respective Percentage Interests. (ii) Notwithstanding section 6.1(i) hereof, appropriate adjustments shall be made to the allocations to the extent required to comply with the "qualified income offset," "minimum gain chargeback," "chargeback for nonrecourse debt for which a partner bears a risk of loss" and any other rules of the Treasury Regulations promulgated pursuant to section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted to that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to section 6.1(i) hereof with regard to this section 6.1(ii). (iii) Net income and net loss for income tax purposes shall be allocated in the same manner as Net Income and Net Loss pursuant to sections 6.1(i) and 6.1(ii) hereof, except that appropriate adjustments shall be made to such allocations to the extent required under section 704(c) of the Code and the Treasury Regulations thereunder and sections 1.704-1(b)(2)(iv)(d)(e)(f) and (g) of the Treasury Regulations, using the traditional method. 6.2 Operating Cash Flow shall be distributed to the Partners within 15 days of the end of each calendar quarter as follows: (a) first, to the Partners, an amount equal to the then aggregate unreturned capital contributions (which shall be deemed to mean all contributions made or deemed to be made to the Partnership by such Partner less all capital returned to such Partner by the Partnership) in proportion to the amount of such unreturned capital contributions owed to each, until such unreturned capital contributions have been fully distributed pursuant to this section 6.2(a) and section 6.3(a); and (b) the remainder to the Partners in proportion to their Percentage Interests. 6.3 Capital Proceeds shall be distributed from time to time as determined by the General Partners, as follows: (a) first, to the extent there is any amount described in section 6.2(a) undistributed on the date of distribution, to the Partners in proportion to the am...
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Allocations of Profit and Loss and Distributions. In Respect Of Interests Transferred, (a) If any Unit or other interest in the Partnership is transferred, or is increased or decreased by reason of the admission of a new Partner or otherwise, during any fiscal year, each item of Adjusted Net Income Or Loss, Book Gain Or Loss and other Partnership profit and loss for such year shall be divided and allocated among the Partners in question by taking account of their varying interests in the Partnership during such year on a daily, monthly or other basis, as determined by the General Partner using any permissible method under section 706 of the Code and the Regulations thereunder. (b) Distributions of Partnership properties in respect of a Unit or other interest in the Partnership shall be made only to the persons or entities who, according to the Partnership’s books and records, are the holders of record of the Units or other interests in the Partnership in respect of which such distributions are made on the actual date of distribution. Neither the Partnership nor the General Partner shall incur any liability for making distributions in accordance with the provisions of the preceding sentence, whether or not the Partnership or the General Partner has knowledge or notice of any transfer or purported transfer of ownership of any Unit or other interest in the Partnership. (c) Notwithstanding any provision above to the contrary, Book Gain Or Loss realized in connection with a sale or other disposition of any Partnership properties shall be allocated solely among the parties owning Units or other interests in the Partnership as of the date such sale or other disposition occurs.
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Allocations of Profit and Loss and Distributions. In Respect Of Interests Transferred. (a) If any Unit or other interest in the Company is transferred, or is increased or decreased by reason of the admission of a new Member or otherwise, during any Fiscal Year, each item of Adjusted Net Income Or Loss, Book Gain Or Loss and other Company profit and loss for such year shall be divided and allocated among the Members in question by taking account of their varying interests in the Company during such year on a daily, monthly or other basis, as determined by the Manager using any permissible method under Section 706 of the Code and the Regulations thereunder, (b) Distributions of Company in respect of a Unit or other interest in the Company shall be made only to the persons or entities who, according to the Company’s books and records, are the holders of record of the Units or other interests in the Company in respect of which such distributions are made on the actual date of distribution. Neither the Company nor the Manager shall incur any liability for making distributions it accordance with the provisions of the preceding sentence, whether or not the Company or the Manager has knowledge or notice of any transfer or purported transfer of ownership of any Unit or other interest in the Company. (c) Notwithstanding any provision above to the contrary, Book Gain Or Loss (and taxable gain or loss to the extent permitted by the Code and Regulations) realized in connection with a sale or other disposition of any Company properties shall be allocated solely among the parties owning Units or other interests in the Company as of the date such sale or other disposition occurs. EXHIBIT B TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DEACONESS HOSPITAL HOLDINGS, LLC CAPITAL NAME OF MEMBER CONTRIBUTION UNITS Deaconess Health Care Corporation $ 20 % c/o Xxxxxxxxxxx Manorial Foundation 5000 X. Xxxxxxxx Xxxxxx Oklahoma City, OK 73112 Deaconess Holdings, LLC $ 80 % 5000 Xxxxxxxx Xxxxxxx Plano, Texas 75024 EXHIBIT C TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF DEACONESS HOSPITAL HOLDINGS, LLC Competing Business Zip Codes Medicare Inpatient Origin by Zip Code Selected Facility 370032 Deaconess Hospital-Oklahoma City Ranked on 2003 Market Share (Desc) 2003 ZIP Market Facility Market % of Cumul Code ZIP City Name County State Patients Patents Share% Total % 73112 Oklahoma City Oklahoma OK 2,119 686 32.4 % 11.0 % 11.0 % 73008 Bethany Oklahoma OK 1,317 544 41.3 % 8.7 % 19.7 % 73107 Oklahoma City ...
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Allocations of Profit and Loss and Distributions 
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Related to Allocations of Profit and Loss and Distributions

  • 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.

  • Allocations and Distributions The LLC's profits and losses shall be allocated to the Member. At the time determined by a majority of the Managers, the Managers may cause the LLC to distribute to the Member any cash held by it which is neither reasonably necessary for the operation of the LLC nor the performance of its contractual obligations, nor which is in violation of Sections 18-607 or 18-804 of the Act or any contractual agreement binding on the LLC.

  • 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.

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

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