Common use of Deficit Capital Accounts Generally Clause in Contracts

Deficit Capital Accounts Generally. In the event that a Member has a deficit Capital Account balance at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Member is then obligated to restore pursuant to this Agreement, and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, such Member shall be specially allocated items of Company income and gain in an amount of such excess as quickly as possible, provided that any allocation under this Section 6.3(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI have been tentatively made as if Section 6.3(b) and this Section 6.3(c) were not in this Agreement.

Appears in 11 contracts

Samples: Limited Liability Company Agreement (Cannae Holdings, Inc.), Limited Liability Company Agreement (Black Knight, Inc.), Limited Liability Company Agreement (Black Knight, Inc.)

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Deficit Capital Accounts Generally. In the event that a Member has a deficit Capital Account balance at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Member is then obligated to restore pursuant to this Agreement, and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, such Member shall be specially allocated items of Company income and gain in an amount of such excess as quickly as possible, provided that any allocation under this Section 6.3(c6.03(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI have been tentatively made as if Section 6.3(b) and this Section 6.3(c6.03(c) were not in this Agreement.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Trxade Group, Inc.), Contribution Agreement (Trxade Group, Inc.), Limited Liability Company Agreement (PSAV, Inc.)

Deficit Capital Accounts Generally. In the event that a Member has a deficit Capital Account balance at the end of any Fiscal Year which is in excess of the sum of of (i) the amount such Member is then obligated to restore pursuant to this Agreement, and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, such Member shall be specially allocated items of Company income and gain in an amount of such excess as quickly as possible, provided that any allocation under this Section 6.3(c6.03(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI have been tentatively made as if Section 6.3(b) and this Section 6.3(c6.03(c) were not in this Agreement.

Appears in 4 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement, Purchase Agreement

Deficit Capital Accounts Generally. In the event that a Member has a deficit Capital Account balance at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Member is then obligated to restore pursuant to this Agreement, and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, respectively, such Member shall be specially allocated items of Company income and gain in an amount of such excess as quickly as possible, provided that any allocation under this Section 6.3(c7.03(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI VII have been tentatively made as if Section 6.3(b) and this Section 6.3(c7.03(c) were not in this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (NextWave Wireless LLC), Limited Liability Company Agreement (NextWave Wireless LLC), Limited Liability Company Agreement (NextWave Wireless LLC)

Deficit Capital Accounts Generally. In the event that If a Member has a deficit Capital Account balance at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Member is then obligated to restore pursuant to this Agreement, Agreement and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, such Member shall be specially allocated items of Company income and gain in an amount of such excess as quickly as possible; provided, provided however, that any allocation under this Section 6.3(c7.3(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI VII have been tentatively made as if Section 6.3(b) and this Section 6.3(c7.3(c) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Leucadia National Corp)

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Deficit Capital Accounts Generally. In the event that If a Member has a deficit Capital Account balance at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Member is then obligated to restore pursuant to this Agreement, and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, such Member shall be specially allocated items of Company income and gain in an amount of such excess as quickly as possible, provided that any allocation under this Section 6.3(c5.3(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI V have been tentatively made as if Section 6.3(b) and this Section 6.3(c5.3(c) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (GMX Resources Inc)

Deficit Capital Accounts Generally. In the event that If a Member has a deficit Capital Account balance at the end of any Fiscal Year fiscal year which is in excess of the sum of of: (i) the amount such Member is then obligated to restore pursuant to this Agreement, ; and (ii) the amount such Member is then deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, such Member shall be specially allocated items of Company income and gain of the Company in an amount of such excess as quickly as possible, provided that any allocation under this Section 6.3(c7.3(c) shall be made only if and to the extent that a Member would have a deficit Capital Account balance in excess of such sum after all allocations provided for in this Article VI VII have been tentatively made as if Section 6.3(b) and this Section 6.3(c7.3(c) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Solid Biosciences, LLC)

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