Debt Allocation. Indebtedness of the Company treated as “excess nonrecourse liabilities” (as defined in Treasury Regulation Section 1.752-3(a)(3)) shall be allocated among the Members based on their Percentage Interests.
Debt Allocation. The Managing Member may allow (but shall not be required to allow) any Non-Managing Member to guarantee on a “bottom dollar basis,” an amount of indebtedness of the Company or any successor thereto, as is necessary from time to time to provide an allocation of debt to such Non-Managing Member equal to the amount of debt then required to be allocated to such Non-Managing Member to enable such Non-Managing Member to avoid recognizing gain pursuant to Section 731(a)(1) of the Code as a result of a deemed distribution of money to such Non-Managing Member pursuant to Section 752(b) of the Code. The Managing Member may, in its discretion, permit other Non-Managing Members to provide similar guarantees from time to time or as a result of minimum gain chargebacks.
Debt Allocation. Indebtedness of the Partnership treated as “excess nonrecourse liabilities” (as defined in Treasury Regulations Section 1.752-3(a)(3)) shall be allocated among the Partners in the manner determined by the General Partner.
Debt Allocation. C-M Holdings L.P. shall have the option, to the --------------- extent of indebtedness available for such purpose, of guaranteeing on a "bottom dollar basis," an amount of indebtedness of the Partnership or any successor thereto, as is necessary from time to time to provide an allocation of debt to C-M Holdings L.P. equal to the amount of debt then required to be allocated to C-M Holdings L.P. to enable C-M Holdings L.P. to avoid recognizing gain pursuant to Section 731(a)(1) of the Code as a result of a deemed distribution of money to C-M Holdings L.P. pursuant to Section 752(b) of the Code. The General Partner may, in its discretion, permit other Limited Partners to provide similar guarantees from time to time.
Debt Allocation. 37 Section 8.6
Debt Allocation. The General Partner may allow any Limited Partner to guarantee on a "bottom dollar basis," an amount of indebtedness of the Partnership or any successor thereto, as is necessary from time to time to provide an allocation of debt to such Limited Partner equal to the amount of debt then required to be allocated to such Limited Partner to enable such Limited Partner to avoid recognizing gain pursuant to Section 731(a)(1) of the Code as a result of a deemed distribution of money to such Limited Partner pursuant to Section 752(b) of the Code.
Debt Allocation. Creditor and Debtor shall mutually agree on the allocation of the Debt. Such allocation shall be binding upon Creditor and Debtor for all purposes (including financial accounting purposes, financial and regulatory reporting purposes and tax purposes). Creditor and Debtor each further agrees to file its Federal income tax returns and its other tax returns reflecting such allocation, Form 8594 and any other reports required by Section 1060 of the Internal Revenue Code of 1986, as amended.
Debt Allocation. The General Partner may allow any Limited Partner to guarantee on a "bottom dollar basis," an amount of indebtedness of the Partnership or any successor thereto, as is necessary from time to time to provide an allocation of debt to such Limited Partner equal to the amount of debt then required to be allocated to such Limited Partner to enable such Limited Partner to avoid recognizing gain pursuant to Section 731(a)(1) of the Code as a result of a deemed distribution of money to such Limited Partner pursuant to Section 752(b) of the Code. The General Partner may, in its discretion, permit other Limited Partners to provide similar guarantees from time to time or as a result of minimum gain chargebacks.
Debt Allocation. The Partnership covenants and agrees that it shall comply with Section 1.752-3 of the Treasury Regulations (and any successor provisions of the Treasury Regulations) in determining each Protected Party’s share of the Nonrecourse Liabilities of the Partnership and that, subject to any change in applicable tax law that would require the Partnership to use a different method of determining each Protected Party’s share of the Nonrecourse Liabilities of the Partnership, each Protected Party’s share of the Nonrecourse Liabilities of the Partnership shall be equal to the sum of (i) the Protected Party’s share of Partnership Minimum Gain, plus (ii) the amount of any taxable gain that would be allocated to the Protected Party under Section 704(c) of the Code (or in the same manner as Section 704(c) of the Code in connection with a revaluation of Partnership property) if the Partnership disposed of (in a taxable transaction) all Partnership property subject to one or more Nonrecourse Liabilities of the Partnership in full satisfaction of the liabilities and for no other consideration, plus (iii) the Protected Party’s pro rata share of excess nonrecourse liabilities not allocated under clauses (i) and (ii) of this Section 7 to be determined by (x) allocating an excess nonrecourse liability to a Protected Party up to the amount of built-in gain that is allocable to the Protected Party on Section 704(c) property (as defined under Treasury Regulation Section 1.704-3(a)(3)(ii)) or property for which reverse Section 704(c) allocations are applicable (as described in Treasury Regulation Section 1.704-3(a)(6)(i)) where such property is subject to the nonrecourse liability, to the extent that such built-in gain exceeds the gain described in Treasury Regulation Section 1.752-3(a)(2) with respect to such property, then (y) allocating the amount, if any, of the excess nonrecourse liability that is not allocated under (x) to each Protected Party in accordance with their respective Percentage Interests.
