Common use of Amendments to Allocations Clause in Contracts

Amendments to Allocations. The provisions hereof governing Company allocations and distributions, including the distribution of assets upon liquidation of the Company, are intended to comply with the requirements of Sections 704(b) and (c) of the Code and the Treasury Regulations that have been or may be promulgated thereunder, and shall be interpreted and applied in a manner consistent therewith. If, in the opinion of the General Partner, the allocations of income, gain, loss and expense provided for herein do not comply with (i) such Code provisions or Treasury Regulations or (ii) any other applicable provisions of the Code or Treasury Regulations (including the provisions relating to nonrecourse deductions and partner nonrecourse deductions), then, notwithstanding anything in this Agreement to the contrary, such allocations shall, upon notice in writing to each Partner, be modified in such manner as the General Partner determines is necessary to satisfy the relevant provisions of the Code or Treasury Regulations, and the General Partner shall have the right to amend this Agreement (without the consent of any other Partner being required for such amendment) to reflect any such modification; provided, however, that no such modification shall alter materially the economic arrangement among the Partners.

Appears in 6 contracts

Samples: Partnership Agreement (Special Value Continuation Partners, LP), Partnership Agreement (Special Value Continuation Partners, LP), Partnership Agreement (Special Value Continuation Fund, LLC)

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Amendments to Allocations. The provisions hereof governing the Company allocations and distributions, including the distribution of assets upon liquidation of the Company, are intended to comply with the requirements of Code Sections 704(b) and (c704(c) of the Code and the Treasury Regulations that have been or may be promulgated thereunder, and shall be interpreted and applied in a manner consistent therewith. If, in the opinion of the General PartnerManagement Committee, the allocations of income, gain, loss and expense provided for herein do not comply with (i) such Code provisions or Treasury Regulations Regulations, or (ii) any other applicable provisions of the Code or Treasury Regulations (including the provisions relating to nonrecourse deductions and partner Member nonrecourse deductionseducations), then, notwithstanding anything in this Agreement to the contrary, such allocations shall, upon notice in writing to each PartnerClass A-1 Member, be modified in such manner as the General Partner Management Committee determines is necessary to satisfy the relevant provisions of the Code or Treasury Regulations, and the General Partner Management Committee shall have the right to amend this Agreement (without the consent of any other Partner Member being required for such amendment) to reflect any such modification; provided, however, that no such modification shall alter materially the economic arrangement among the PartnersMembers.

Appears in 1 contract

Samples: Limited Liability Company Agreement (GP.com Holding Company, LLC.)

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Amendments to Allocations. The provisions hereof governing Company Partnership allocations and distributions, including the distribution of assets upon liquidation of the CompanyPartnership, are intended to comply with the requirements of Sections 704(b) and (c) of the Code and the Treasury Regulations that have been or may be promulgated thereunder, and shall be interpreted and applied in a manner consistent therewith. If, in the opinion of the General Partner, the allocations of income, gain, loss and expense provided for herein do not comply with (i) such Code provisions or Treasury Regulations or (ii) any other applicable provisions of the Code or Treasury Regulations (including the provisions relating to nonrecourse deductions and partner nonrecourse deductions), then, notwithstanding anything in this Agreement to the contrary, such allocations shall, upon notice in writing to each Partner, be modified in such manner as the General Partner determines is necessary to satisfy the relevant provisions of the Code or Treasury Regulations, and the General Partner shall have the right to amend this Agreement (without the consent of any other Partner being required for such amendment) to reflect any such modification; provided, however, that no such modification shall alter materially the economic arrangement among the Partners.

Appears in 1 contract

Samples: Limited Partnership Agreement (PNMAC Mortgage Opportunity Fund LP)

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