Deficit Balance in Capital Account. Notwithstanding anything to the contrary in this Agreement, upon a liquidation within the meaning of Treasury Regulation 1.704-1(b)(2), if any Member has a deficit Capital Account (after giving effect to all contributions, distributions, alloca- tions, and other capital account adjustments for all taxable years, including the year during which such liquidation occurs), such Member shall have no obligation to make any capital contribution and the negative balance of such Member's Capital Account shall not be considered a debt owed by such Member to the Company or to any other person for any purpose whatsoever.
Appears in 2 contracts
Samples: Operating Agreement (MartelInvest 1 LLC), Operating Agreement (MartelInvest 1 LLC)
Deficit Balance in Capital Account. Notwithstanding anything to the contrary in this Agreement, upon a liquidation within of the meaning of Treasury Regulation 1.704-1(b)(2)Company, if any the Member has a deficit in its Capital Account (after giving effect to all contributions, distributions, alloca- tions, allocations and other capital account Capital Account adjustments for all taxable years, including the year during which such liquidation occurs), such the Member shall have no obligation to make any capital contribution and Capital Contribution for the purposes of eliminating or diminishing such negative balance of such Member's Capital Account balance and such negative Capital Account balance shall not be considered a debt owed by such the Member to the Company or to any other person for any purpose whatsoever.
Appears in 1 contract
Samples: Operating Agreement (Unistrut International Holdings, LLC)
Deficit Balance in Capital Account. Notwithstanding anything to the contrary in this Agreement, upon a liquidation within the meaning of Treasury Regulation ss. 1.704-1(b)(21 (b)(2), if any Member has a deficit Capital Account (after giving effect to all contributions, distributions, alloca- tionsallocations, and other capital account Capital Account adjustments for all taxable years, including the year during which such liquidation occurs), such Member shall have no obligation to make any capital contribution Capital Contribution and the negative balance of such Member's Capital Account shall not be considered a debt owed by such Member to the Company or to any other person for any purpose whatsoever.
Appears in 1 contract
Samples: Operating Agreement (Across America Real Estate Development Corp)