Capital Account Balances. The Capital Account balance of each Partner immediately after the Formation Date shall be equal to the amount contributed to the Partnership by such Partner on or before such date pursuant to Section 2.2, and such Capital Account shall thereafter be further adjusted with respect to subsequent events as follows:
(i) increased by: (A) the aggregate amount of such Partner's cash contributions to the Partnership; (B) the Carrying Value of property contributed by such Partner to the Partnership, net of liabilities secured by such property that the Partnership is considered to assume, or take subject to, under Code section 752; and (C) profits and items of income and gain allocated to such Partner pursuant to Section 3.1; and
(ii) decreased by: (A) cash distributions to such Partner from the Partnership; (B) the Carrying Value of property distributed in kind to such Partner, net of liabilities secured by such property that such Partner is deemed to assume, or take subject to, under Code section 752; and (C) losses and items of loss or deduction allocated to such Partner pursuant to Section 3.1.
Capital Account Balances. Each Partner's Capital Account shall be maintained in accordance with the principles of applicable Treasury Regulations promulgated under Section 704(b) of the Code and as otherwise provided in the definition of "Capital Accounts" and in this Article IV.
Capital Account Balances. The Capital Account balances of Members of the Company shall be determined on such days and at such time or times as the Directors may determine, consistent with the requirements of the Investment Company Act, with income, gains and losses of each class thereof determined in accordance with generally accepted accounting principles to be allocated among the Members of such class thereof in accordance with their Units. The power and duty to make calculations of the Capital Account balances of the Members may be delegated by the Directors to the Adviser, Administrator, Custodian, or such other person as the Directors may determine.
(a) The balance in a Member's Capital Account as of the beginning of each Accounting Period shall be referred to herein as the "Opening Balance" of such Account for such Accounting Period, and the balance in a Member's Capital Account as of the end of each Accounting Period shall be referred to herein as the "Closing Balance" of such Account for such Accounting Period.
(b) The Opening Balance of a Member's Capital Account as of the beginning of the first Accounting Period in which a Capital Contribution is credited to such Capital Account shall equal the amount of such contribution. The Opening Balance of a Member's Capital Account as of the beginning of each subsequent Accounting Period shall equal the Closing Balance of such Account as of the end of the immediately preceding Accounting Period, increased by any additional Capital Contribution credited to such Capital Account as of the beginning of such Accounting Period and reduced by any capital withdrawals distributed from such Account as of the beginning of such Accounting Period.
(c) The Closing Balance of a Member's Capital Account as of the end of an Accounting Period shall be equal to the Opening Balance of such Account as of the beginning of such Accounting Period, adjusted in the following manner: any increase or decrease in Net Asset Value for such Accounting Period shall be credited or debited (as the case may be) to such Opening Balance, pro rata in accordance with the Unit Percentage associated with such Account as of the beginning of such Accounting Period.
Capital Account Balances. 17 4.3 Minimum Gain Chargeback ........................... 17 4.4
Capital Account Balances. The names, addresses, Capital Account balances of each Member (after giving effect to the transactions described in Sections 3.1.1(a) and 3.1.2(a)), Percentage Interests of, and number of Units owned by, the Members are as set forth on Exhibit A. Upon the completion of the contribution of the AMD Post-Closing Contributed Assets as described in Section 3.1.1(b) and the contribution of the Fujitsu Post-Closing Contributed Assets as described in Section 3.1.2(b), the Board of Managers shall cause Exhibit A to be updated with respect to both Members to reflect such contribution. The Capital Account balances set forth on Exhibit A immediately after Exhibit A is updated to reflect the contribution of the AMD Post-Closing Contributed Assets and the Fujitsu Post-Closing Contributed Assets reflect the Members’ final determination as to the amount of each Member’s Capital Contribution of its respective Contributed Assets. The amount of a Member’s Capital Contribution attributable to its respective Contributed Assets immediately after all contributions have been made in accordance with this Section 3.1 shall not subsequently be altered, amended or modified, and Depreciation with respect to all Contributed Assets shall be determined based on the Gross Asset Values of such Contributed Assets reflected in such Capital Contributions unless and until the Gross Asset Values of such Contributed Assets are subsequently adjusted pursuant to the definition of “Gross Asset Value” set forth herein.
Capital Account Balances. Pursuant to the basic rules of Section 1.704-1(b)(2)(iv) of the Treasury Regulations, the balance of the Capital Account of each Member shall be:
18.2.1 initially, the amount of such Member’s initial Capital Contribution described in Section 3.1.1;
18.2.2 increased by the amount of any additional money contributed by such Member to the capital of the Company;
18.2.3 increased by the Gross Asset Value (determined without regard to Section 7701(g) of the Code) of each property contributed by such Member to the capital of the Company and decreased by the Gross Asset Value (determined without regard to Section 7701(g) of the Code) of each property distributed to such Member by the Company;
18.2.4 increased by the amount of any Company liabilities assumed by such Member or that are secured by any property distributed to such Member;
18.2.5 increased by the amount of each item of Profit allocated to such Member pursuant to this Agreement;
18.2.6 decreased by the amount of each item of Loss allocated to such Member pursuant to this Agreement;
18.2.7 decreased by the amount of any liabilities of such Member assumed by the Company or that are secured by any property contributed by such Member to the Company; and
18.2.8 otherwise adjusted in accordance with the other capital account maintenance rules of Section 1.704-1(b)(2)(iv) of the Treasury Regulations.
18.2.9 If any interest in the Company is transferred in accordance with the terms of this Agreement, the transferee will succeed to the Capital Account of the transferor to the extent it relates to the transferred interest.
Capital Account Balances. As of the Effective Date of this Agreement, the Members either have contributed or hereby agree to contribute the capital indicated opposite their names on Schedule I attached hereto, based upon their respective Percentage Interests (the “Initial Capital Contributions”).
Capital Account Balances. (a) Upon consummation of the transactions contemplated in Section 3.1, the balance of the Capital Account of the Class C Member shall be $425,000,000, as set forth on Exhibit A, and the balance of the Capital Account of the Class B Member shall be $425,000,000, as set forth on Exhibit A.
(b) No Member shall have any obligation or right to make any Capital Contribution to the Company except as provided in Sections 4.2 and 4.4.
Capital Account Balances. The names, addresses, initial Capital Account balances of each Member (after giving effect to the transactions described in Section 3.1.1 and the sale by Micron of an Interest in the Company to Photronics pursuant to the LLC Units Sale and Purchase Agreement), Percentage Interests of, and number of Units owned by, the Members are as set forth on Exhibit A, provided that the gross asset value and capital account balances on Exhibit A will not be finalized until the completion of the balance sheet referenced in Section 5.10.3(a).
Capital Account Balances. All determinations of Capital Account balances shall be made in accordance with Article 6 hereof.
