Allocations Upon Transfer or Admission. In the event that a Member acquires an interest in the Company either by transfer from another Member or by acquisition from the Company, the Net Profits, Net Losses gross income, nonrecourse deductions and items thereof attributable to the interest so transferred or acquired shall be allocated among the Members based on a method chosen by the Board of Managers, in its sole discretion, which method shall comply with Section 706 of the Code and shall be binding on all Members. For purposes of determining the date on which the acquisition occurs, the Company may make use of any convention allowable under Section 706(d) of the Code.
Allocations Upon Transfer or Admission. In the event that a Member acquires an interest in the Company either by transfer from another Member or by acquisition from the Company, if after such acquisition the Company is not a DRE, the Net Profits, Net Losses gross income, nonrecourse deductions and items thereof attributable to the interest so transferred or acquired shall be allocated among the Members based on a method chosen by the Board of Managers, in its sole discretion, which method shall comply with Section 706 of the Code and shall be binding on all Members. For purposes of determining the date on which the acquisition occurs, the Company may make use of any convention allowable under Section 706(d) of the Code.
Allocations Upon Transfer or Admission. In the event that a Member acquires an interest in the LLC either by transfer from another Member or by acquisition from the LLC, the LLC shall close its books as of the date of the acquisition and Net Profits, Net Losses and similar items computed for the portion of the year ending on the date of the acquisition shall be allocated among the Members without regard to such acquisition, and Net Profits, Net Losses and similar items computed for the portion of the year commencing on the day following the date of the acquisition shall be allocated among the Members taking into account such acquisition. For purposes of this Section 5.04, any modifications to an Associate Member’s or Managing Member’s Percentage Interest shall be treated as if a Member acquired or disposed of (as applicable) an interest in the LLC.
Allocations Upon Transfer or Admission. In the event that a Partner acquires an Interest in the Partnership either by transfer from another Partner or by acquisition from the Partnership, all Net Profits and Net Losses of the Partnership arising prior to or in connection with such acquisition or transfer (including adjustments to Capital Accounts pursuant to Section 2.03(c) hereof) shall be allocated among the Partners without giving effect to such acquisition or transfer. All other Net Profits and Net Losses of the Partnership shall be allocated among the Partners after giving effect to such acquisition or transfer.
Allocations Upon Transfer or Admission. In the event that a Member acquires an interest in the LLC either by Transfer from another Member or by acquisition from the LLC, the LLC shall close its books as of the date of the acquisition and (i) Net Profits and Net Losses and items thereof computed for the portion of the year ending on the date of the acquisition shall be allocated among the Members without regard to such acquisition, and (ii) Net Profits and Net Losses and items thereof computed for the portion of the year commencing on the day following the date of the acquisition shall be allocated among the Members taking into account such acquisition. For purposes of determining the date on which the acquisition occurs, the LLC may make use of any convention allowable under Section 706(d) of the Code.
Allocations Upon Transfer or Admission. In the event that a Partner acquires an interest in the Partnership either by transfer from another Partner or by acquisition from the Partnership, or the interests of the Partners are adjusted as contemplated by Section 6.04, there shall be a closing of the Partnership's books on the date of such transfer, acquisition or adjustment, and all Net Profits and Net Losses of the Partnership arising prior to such closing shall be allocated among the Partners without giving effect to such transfer, acquisition or adjustment, and the Net Profits and Net Losses of the Partnership arising from and after such closing shall be allocated among the Partners after giving effect to such transfer, acquisition or adjustment.
Allocations Upon Transfer or Admission. In the event that a Member acquires a Membership Interest in a series of the Company either by transfer from another Member or by acquisition from the Company, Profits or Losses (and all similar items) of that Annual Investment Group for the year in which such acquisition occurs shall be allocated among the Members of that Annual Investment Group by (i) closing the books of that Annual Investment Group as of the end of the day on which such acquisition occurs, (ii) computing the Profits and Losses (and all similar items) of that Annual Investment Group separately for the portion of the year ending as of the end of the day on which such acquisition occurs and for the remaining portion and (iii) allocating the Profits and Losses (and all similar items) as so computed for such periods among the Members who were Members in that Annual Investment Group during such periods; PROVIDED, HOWEVER, THAT if the Management Committee, in its sole discretion so determines, all of such Profit or Loss shall be allocated between the transferor and transferee based on the number of days each owned the Interest during such year as such ownership is reflected in the books and records of that Annual Investment Group.
Allocations Upon Transfer or Admission. In the event that a Member acquires an interest in the LLC either by transfer from another Member or by acquisition from the
Allocations Upon Transfer or Admission. In the event that a Member acquires an interest in the Company either by transfer from another Member or by acquisition from the Company, Profits or Losses (and all similar items) of the Company for the year in which such acquisition occurs shall be allocated among the Members by (i) closing the books of the Company as of the end of the day on which such acquisition occurs, (ii) computing the Profits and Losses (and all similar items) of the Company separately for the portion of the year ending as of the end of the day on which such acquisition occurs and for the remaining portion and (iii) allocating the Profits and Losses (and all similar items) as so computed for such periods among the Members who were Members in the Company during such periods; provided, however, that if the Management Committee, in its sole discretion so determines, all of such Profit or Loss shall be allocated between the transferor and transferee based on the number of days each owned the Membership interest during such year as such ownership is reflected in the books and records of the Company.
Allocations Upon Transfer or Admission. If all or any part of any Membership Interest in the Company is transferred or assigned in accordance with the provisions of this Agreement at any time other than at the end of the Fiscal Year of the Company, or if the interest of any Member or Members changes (including, without limitation, as a result of the admission of a new Member), the amount, in respect of such Membership Interest, of Profits, Losses, and any items of income, gain, deduction or loss as computed both for Company “book” purposes and for federal income tax purposes, shall be allocated to the Member whose Membership Interest was transferred, assigned or changed (as the case may be) in the same ratio as the number of days in such year before the date of such transfer, assignment or change (as the case may be) bears to the number of days in the entire year, the remainder to be allocated to the transferee, assignee or new Member (as the case may be), provided that the amount of Company Profits, Losses, and any items of income, gain, deduction or loss arising out of a Capital Transaction shall be allocated to whoever holds the Membership Interest on the date such Profits, Losses, or other items are earned or incurred.
