Common use of Distributions and Allocations With Respect to Transferred Interests Clause in Contracts

Distributions and Allocations With Respect to Transferred Interests. If any Interest is sold, assigned, or Transferred during any Fiscal Year in compliance with the provisions of this Article, then (i) Profits, Losses, and all other items attributable to the Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year in accordance with Code § 706(d), using any convention(s) permitted by the Code and selected by the Board; (ii) all distributions on or before the date of such Transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, Class D Preferred Capital, Class B-2 Preferred Capital, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Interest. Solely for purposes of making the allocations and distributions, the LLC shall recognize such Transfer not later than the end of the calendar month during which the LLC receives notice of such Transfer. If the LLC does not receive a notice stating the date the Interest was transferred and such other information as the LLC may reasonably require within thirty days after the end of the Fiscal Year during which the transfer occurs, then all of such items shall be allocated, and all distributions shall be made to the Person, who, according to the books and records of the LLC on the last day of the Fiscal Year during which the Transfer occurs, was the owner of the Interest. Neither the LLC nor any Director shall incur any liability for making allocations and distributions in accordance with the provisions of this Section, whether or not such Person had knowledge of any Transfer of ownership of any Interest.

Distributions and Allocations With Respect to Transferred Interests. If any Interest is sold, assigned, or Transferred during any Fiscal Year in compliance with the provisions of this Article, then (i) Profits, Losses, and all other items attributable to the Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year the period in accordance with Code § Section 706(d), using any convention(s) conventions permitted by the Code and selected by the BoardMembers; (ii) all distributions on or before the date of such Transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, the Class D Preferred A Capital, Class B-2 Preferred Capitalthe number and type of Units, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Interest. Solely for purposes of making the allocations and distributions, the LLC shall recognize such Transfer not later than the end of the calendar month during which the LLC receives notice of such Transfer. If the LLC does not receive a notice stating the date the Interest was transferred and such other information as the LLC may reasonably require within thirty days after the end of the Fiscal Year during which the transfer Transfer occurs, then all of such items shall be allocated, and all distributions shall be made to the Person, who, according to the books and records of the LLC on the last day of the Fiscal Year during which the Transfer occurs, was the owner of the Interest. Neither the LLC nor any Director Member shall incur any liability for making allocations and distributions in accordance with the provisions of this Section, whether or not such Person any Member or the LLC had knowledge of any Transfer of ownership of any Interest.

Distributions and Allocations With Respect to Transferred Interests. If any Interest is sold, assigned, or Transferred transferred during any Fiscal Year in compliance with the provisions of this Article, then (i) Profits, Losses, and all other items attributable to the Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year the period in accordance with Code § Section 706(d), using any convention(s) conventions permitted by the Code and selected by the BoardManagers; (ii) all distributions on or before the date of such Transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, Class D Preferred CapitalPercentage Interest and Capital Contribution obligation amounts, Class B-2 Preferred Capital, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Interest. Solely for purposes of making the allocations and distributions, the LLC shall recognize such Transfer not later than the end of the calendar month during which the LLC receives notice of such Transfer. If the LLC does not receive a notice stating the date the Interest was transferred and such other information as the LLC may reasonably require within thirty 30 days after the end of the Fiscal Year during which the transfer Transfer occurs, then all of such items shall be allocated, and all distributions shall be made made, to the Person, who, according to the books and records of the LLC on the this last day of the Fiscal Year during which the Transfer occurs, was the owner of the Interest. Neither the LLC nor any Director Manager shall incur any liability for making allocations and distributions in accordance with the provisions of this Section, whether or not such Person any Manager or the LLC had knowledge of any Transfer of ownership of any Interest.

Distributions and Allocations With Respect to Transferred Interests. If any Interest is sold, assigned, or Transferred during any Fiscal Year in compliance with the provisions of this Article, then (i) Profits, Losses, and all other items attributable to the Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year in accordance with Code § 706(d), using any convention(s) permitted by the Code and selected by the Board; (ii) all distributions on or before the date of such Transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, Class D Preferred Capital, Class B-2 Preferred Capital, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Interest. Solely for purposes of making the allocations and distributions, the LLC Company shall recognize such Transfer not later than the end of the calendar month during which the LLC Company receives notice of such Transfer. If the LLC Company does not receive a notice stating the date the Interest was transferred and such other information as the LLC Company may reasonably require within thirty days after the end of the Fiscal Year during which the transfer occurs, then all of such items shall be allocated, and all distributions shall be made to the Person, who, according to the books and records of the LLC Company on the last day of the Fiscal Year during which the Transfer occurs, was the owner of the Interest. Neither the LLC Company nor any Director shall incur any liability for making allocations and distributions in accordance with the provisions of this Section, whether or not such Person had knowledge of any Transfer of ownership of any Interest.

Distributions and Allocations With Respect to Transferred Interests. If any Interest is sold, assigned, or Transferred during any Fiscal Year in compliance with the provisions of this ArticleArticle VII, then (i) Profits, Losses, and all other items attributable to the Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year the period in accordance with Code § 706(d), using any convention(s) conventions permitted by the Code and selected by the BoardBoard of Members; (ii) all distributions on or before the date of such Transfer transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, Class D Preferred CapitalPercentage Interest and Capital Contribution obligation amounts, Class B-2 Preferred Capital, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Transferred Interest. Solely for purposes of making the allocations and distributions, the LLC Company shall recognize such Transfer not later than the end of the calendar month during which the LLC Company receives notice of such Transfer. If the LLC Company does not receive a notice stating the date the Interest was transferred and such other information as the LLC Company may reasonably require within thirty days after the end of the Fiscal Year during which the transfer Transfer occurs, then all of such items shall be allocated, and all distributions shall be made to the Person, who, according to the books and records of the LLC Company on the this last day of the Fiscal Year during which the Transfer transfer occurs, was the owner of the Interest. Neither the LLC Company, any member of the Board of Members, the Officers nor any Director Member shall incur any liability for making allocations and distributions in accordance with the provisions of this SectionSection 7.4, whether or not any such Person had has knowledge of any Transfer of ownership of any Interest.

Distributions and Allocations With Respect to Transferred Interests. If any Interest is sold, assigned, or Interests are Transferred during any Fiscal Year accounting period in compliance with the provisions of this ArticleArticle 10, then (i) ProfitsProfit, LossesLoss, each item thereof, and all other items attributable to the Transferred Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year the period in accordance with Code § Section 706(d), using any convention(s) conventions permitted by the Code law and selected elected by the Board; (ii) all Managing General Partner and agreed to by the transferor and transferee. All distributions on or before the date of such Transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, Class D Preferred Capital, Class B-2 Preferred Capital, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Interest. Solely for purposes of making the such allocations and distributions, the LLC Partnership shall recognize such Transfer not later than the end of the calendar month during which the LLC receives it is given notice of such Transfer. If , PROVIDED that if the LLC Partnership does not receive a notice stating the date the such Interest was transferred Transferred and such other information as the LLC Managing General Partner may reasonably require within thirty 30 days after the end of the Fiscal Year accounting period during which the transfer Transfer occurs, then all of such items shall be allocated, and all distributions shall be made made, to the Person, Person who, according to the books and records of the LLC Partnership, on the last day of the Fiscal Year accounting period during which the Transfer occurs, was the owner of the Interestinterest and provided further that if a notice of Transfer of the Interest of Price LP to any Price Corporation is given in the calendar month in which the Exchange occurs, the Partnership will recognize that Transfer as of the date of the notice. Neither the LLC Partnership nor any Director the Managing General Partner shall incur any liability for making allocations and distributions in accordance with the provisions of this SectionSection 10.08, whether or not such Person had the Managing General Partner or the Partnership has knowledge of any Transfer of ownership of any Interestinterest.

Distributions and Allocations With Respect to Transferred Interests. If any Interest is soldInterests are Transferred (for purposes of this subsection, assigned, other than pledged or Transferred hypothecated) during any Fiscal Year accounting period in compliance with the provisions of this ArticleArticle 10, then (i) ProfitsProfit, LossesLoss, each item thereof, and all other items attributable to the Transferred Interest for such period shall be divided and allocated between the transferor and the transferee by taking into account their varying interests during such Fiscal Year the period in accordance with Code § Section 706(d), using any convention(s) conventions permitted by the Code law and selected elected by the Board; (ii) all Managing General Partner and agreed to by the transferor and transferee. All distributions on or before the date of such Transfer shall be made to the transferor, and all distributions thereafter shall be made to the transferee; and (iii) the transferee shall succeed to and assume the Capital Account, Class D Preferred Capital, Class B-2 Preferred Capital, Class B-1 Preferred Capital, Class B Preferred Capital, Units and other similar items of the transferor to the extent related to the transferred Interest. Solely for purposes of making the such allocations and distributions, the LLC Partnership shall recognize such Transfer not later than the end of the calendar month during which the LLC receives it is given notice of such Transfer. If , provided that if the LLC Partnership does not receive a notice stating the date the such Interest was transferred Transferred and such other information as the LLC Managing General Partner may reasonably require within thirty 30 days after the end of the Fiscal Year accounting period during which the transfer Transfer occurs, then all of such items shall be allocated, and all distributions shall be made made, to the Person, Person who, according to the books and records of the LLC Partnership, on the last day of the Fiscal Year accounting period during which the Transfer occurs, was the owner of the Interestinterest and provided further that if a notice of Transfer of the Interest of Price LP to any Price Corporation is given in the calendar month in which the Exchange occurs, the Partnership will recognize that Transfer as of the date of the notice. Neither the LLC Partnership nor any Director the Managing General Partner shall incur any liability to any Partner for making allocations and distributions in accordance with the provisions of this SectionSection 10.09, whether or not such Person had the Managing General Partner or the Partnership has knowledge of any Transfer of ownership of any Interest.