Allocations on Dissolution Clause Samples
Allocations on Dissolution. Net Profit and Net Loss following the occurrence of an event described in Section 9.1 shall be allocated in a manner so that the balance in each Member’s Capital Account equals the amount such Member would receive if proceeds were distributed pursuant to Section 8.3.
Allocations on Dissolution. Notwithstanding any other provision of this Agreement to the contrary, in the event of a dissolution of the Company, a sale or exchange of all or substantially all of its assets, or a conversion of the Company to a corporation, Profits and Losses for the taxable year that includes such event shall be allocated among the Members in such manner as to cause their Capital Accounts, as closely as possible, to be proportionate to their Percentage Interests.
Allocations on Dissolution. Notwithstanding anything to the contrary in Sections 5.1(a) and (b), Net Income and Net Loss (and items of gross income, gain, loss and deduction, if necessary), realized by the Company in connection with the winding up and liquidation of the Company pursuant to Section 12.2 hereof, including gain or loss realized by the Company upon the sale of its property or assets, shall be allocated, to the extent possible and subject to the regulatory allocations of Section 5.1(d) hereof, in a manner so as to cause the final Capital Account balances of each Member to equal the aggregate amount of liquidating distributions such Member would be entitled to under paragraphs (iv) through (vi) of Section 12.2(a) hereof, if such paragraphs were applied without reference to the Capital Account limitation contained therein.
Allocations on Dissolution. Any Net Profit, Net Loss or other item of income, gain, loss or deduction realized by the Company upon the sale of the Company Property or transfer in kind shall be deemed recognized and allocated to the Members in the manner set forth in Article IX hereof.