Allocations of Profits or Losses Sample Clauses

Allocations of Profits or Losses. Except as may be required by the Internal Revenue Code of 1986, as amended, each item of income, gain, profit, loss, deduction or credit to the Company shall be allocated to the Member.
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Allocations of Profits or Losses. (a) After giving effect to the Regulatory Allocations set forth in Section 6.4 and the special allocations set forth in Section 6.3(b), and except as provided in Section 6.3(c), for any Fiscal Year or other period, all Profits or Losses for such Fiscal Year or other period shall be allocated to the Members in a manner such that the Capital Account of each Member, immediately after making such allocation, is, as nearly as possible, equal (proportionately) to (1) the distributions that would be made to such Member pursuant to Section 6.1 if the Company were dissolved, its affairs wound up and its assets sold for cash equal to their Book Value, all liabilities were satisfied (limited with respect to each non-recourse liability to the Book Value of the assets securing such liability), and the net assets of the Company were distributed in accordance with Section 6.1 to the Members immediately after making such allocation, minus, (2) such Member’s share of Minimum Gain determined pursuant to Treasury Regulation Section 1.704-2(g) and Member Nonrecourse Debt Minimum Gain determined pursuant to Treasury Regulation Section 1.704-2(i)(5), computed immediately prior to the hypothetical sale of assets. (b) All deductions arising from the payment of any of the Vessel Management Fees shall be specially allocated to the Capital Account of AMCIC. (c) Losses shall not be allocated pursuant to Section 6.3 to the extent that such allocation would cause a Member to have a deficit balance in its Adjusted Capital Account (or increase any existing deficit balance in its Adjusted Capital Account) at the end of such Fiscal Year or other period. All Losses in excess of the limitation set forth in this Section 6.3(b) shall be allocated to the Members who do not have a deficit balance in their Adjusted Capital Account in proportion to their relative Percentage Interests but only to the extent that such Losses do not cause any such Member to have a deficit in its Adjusted Capital Account. LIMITED LIABILITY COMPANY AGREEMENT BENTHE SHIPCO LLC
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Allocations of Profits or Losses. After giving effect to the allocations provided in Sections 7.2 and 7.4, Profits and Losses for each Taxable Year will be allocated among the Members during such Taxable Year in such a manner that, as of the end of such Taxable Year, the sum of (a) the Capital Account of each such Member (as adjusted to reflect the allocations under Section 7.2 and all distributions through the end of such Taxable Year), plus (b) such Member’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain (computed immediately prior to the hypothetical sale of assets described below) and the amount such Member is treated as obligated to contribute to the Company (computed immediately after the hypothetical sale of assets described below) will, to the greatest extent possible, be equal to the respective net amount which would be distributed to such Member if the Company were to (i) sell all of the assets of the Company on hand at the end of such Taxable Year for an amount of cash equal to their Book Values, (ii) all liabilities of the Company were satisfied in cash in accordance with their terms (limited in the case of non-recourse liabilities to the Book Value of the property securing such liabilities), and then (iii) all remaining or resulting cash was distributed to the Members pursuant to Section 6.1.
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Allocations of Profits or Losses. (a) After giving effect to the Regulatory Allocations set forth in Section 6.4 and the special allocations set forth in Section 6.3(b), and except as provided in Section 6.3(c), for any Fiscal Year or other period, all Profits or Losses for such Fiscal Year or other period shall be allocated to the Members in proportion to their respective Percentage Interests. (b) All deductions arising from the payment of any of the Vessel Management Fees shall be specially allocated to the Capital Account of AMCIC. (c) Losses shall not be allocated pursuant to Section 6.3 to the extent that such allocation would cause a Member to have a deficit balance in its Adjusted Capital Account (or increase any existing deficit balance in its Adjusted Capital Account) at the end of such Fiscal Year or other period. All Losses in excess of the limitation set forth in this Section 6.3(b) shall be allocated to the Members who do not have a deficit balance in their Adjusted Capital Account in proportion to their relative Percentage Interests but only to the extent that such Losses do not cause any such Member to have a deficit in its Adjusted Capital Account.
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Allocations of Profits or Losses. Except as otherwise required by Section 704(b) of the Code and Sections 4.4 and 4.5 hereof, Profits or Losses of the Company for any taxable year shall be allocated as follows:
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Allocations of Profits or Losses. After giving effect to the special allocations set forth in Section 9.2 hereof, (a) Profits for any Fiscal Year shall be allocated (i) one hundred percent to Brandywine in respect of the Brandywine Preferred Return to the extent of the excess, if any, of the cumulative distributions received by Brandywine in respect of the Brandywine Preferred Return pursuant to Sections 10.1, 10.2 and 12.3.4 from the date the Brandywine Preferred Return calculation commences to the end of the Fiscal Year, over the cumulative amounts allocated to Brandywine pursuant to this Section 9.1 for all prior Fiscal Years, and (ii) thereafter to the Partners in accordance with their respective Percentage Interests, and (b) Losses for any Fiscal Year shall be allocated to the Partners in accordance with their respective Percentage Interests.
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Allocations of Profits or Losses. (a) Profits and Losses for any Fiscal Year or other period, shall be allocated among the Members in such manner that, as of the end of such period and to the extent possible, the Capital Account of each Member shall be equal, proportionately, to the amount that would be distributed to such Member if the Company were to (A) liquidate its assets for an amount equal to their Book Value and (B) distribute the proceeds in accordance with Section 5.1. The Board shall have the discretion to adjust the allocations under this Section 5.3(a) (or make a guaranteed payment to any Member) to the extent necessary to effectuate the intended economic arrangement of the parties as set forth in this Agreement. Amended and Restated Limited Liability Company Agreement of AleAnna Energy, LLC 10 (b) The Losses allocated pursuant to this Article shall not exceed the maximum amount of Losses that can be allocated to a Member without causing or increasing a deficit balance in the Member’s Adjusted Capital Account. Any such losses in excess of the limitations set forth in this Section 5.3(b) shall be allocated to Members with positive Adjusted Capital Account balances remaining at such time in proportion to such positive balances.
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Allocations of Profits or Losses. (a) Profits and Losses, and any items thereof, for any Fiscal Year or other period, shall be allocated among the Members in such manner that, as of the end of such period and to the extent possible, the Capital Account of each Member shall be equal, proportionately, to the amount that would be distributed to such Member if the Company were to (A) liquidate its assets for an amount equal to their Book Value and satisfy its liabilities (limited with respect to each Nonrecourse Liability to the Book Value of the assets securing such liability), and (B) distribute the net proceeds in accordance with Section 5.1. The Board shall have the discretion to adjust the allocations under this Section 5.3(a) (or make a guaranteed payment to any Member) to the extent necessary to effectuate the intended economic arrangement of the parties as set forth in this Agreement. (b) The Losses allocated pursuant to this Article shall not exceed the maximum amount of Losses that can be allocated to a Member without causing or increasing a deficit balance in the Member’s Adjusted Capital Account. Any such losses in excess of the limitations set forth in this Section 5.3(b) shall be allocated to Members with positive Adjusted Capital Account balances remaining at such time in proportion to such positive balances. (c) Notwithstanding anything to the contrary contained in this Agreement, absent a contrary determination pursuant to Code Section 1313(a), neither the Company nor any of the Members shall treat (i) any Member as receiving or accruing a guaranteed payment for the use of capital pursuant to Code Section 707(c) unless and until such Member receives a distribution in excess of such Member’s Capital Account or (ii) any arrangement contemplated by this Agreement as, or this Agreement as giving rise to, a taxable capital shift for U.S. federal income tax purposes.
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Allocations of Profits or Losses. After giving effect to the special allocations set forth in Section 5.03 and Section 5.04, Profits and Losses (and, to the extent necessary to achieve the resulting Capital Account balances described below, any allocable items of gross income, gain, loss and expense includible in the computation of Profits and Losses) for any Allocation Period shall be allocated to the Members pro rata in proportion to their respective Sharing Ratios.
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Related to Allocations of Profits or Losses

  • 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 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 Net Profits and Net Losses Except as otherwise set forth herein, Net Profits and Net Losses shall be allocated for each Fiscal Year to the Members in proportion to their respective Capital Accounts.

  • 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 Profit or Loss All Profit or Loss shall be allocated 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.

  • 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 The profits and losses of the Company shall be allocated to the Members in accordance with their Percentage Interests from time to time.

  • 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.

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