Common use of Allocations to Transferred Interests Clause in Contracts

Allocations to Transferred Interests. (a) If any Units in the Company are Transferred, increased or decreased during a Taxable Year, all items of income, gain, loss, deduction and credit recognized by the Company for such Taxable Year shall be allocated among the Members to take into account their varying interests during the Taxable Year in any manner approved by the Managing Member, as then permitted by the Code. (b) Solely for purposes of allocating income, gain, loss, deduction and credit recognized by the Company as set forth in Section 5.5(a) and for the purposes of accruing and making tax distributions pursuant to Section 6.4, the Company shall recognize the Transfer of such Unit as of the date on which the Transfer was legally effective, except that, if the Transferor has not advised the Company in writing of and provided all such documentation regarding the Transfer as the Company may reasonably require, then all of such items shall be allocated, and all distributions shall be made, to the Person who, according to the books and records of the Company on the last day of the accounting period during which the Transfer occurs, was the owner of the Unit. The Managing Member shall incur no liability for making allocations and distributions in accordance with the provisions of this Section 5.5(b), whether or not the Managing Member or the Company has knowledge of any Transfer of ownership of any Unit. Should the Company receive the requisite written notice and documentation after a Transfer has occurred, all such allocations and distributions shall be made as of the last day of the month in which the receipt occurred.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Hamilton Lane INC), Limited Liability Company Agreement (Hamilton Lane INC), Limited Liability Company Agreement (Hamilton Lane INC)

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