General Allocations of Profits and Losses Sample Clauses

General Allocations of Profits and Losses. Except as otherwise provided in Section 3.4 hereof, items of profit, income, gain, loss, deduction and tax credit recognized by the Company in accordance with the method of accounting and the books and records of the Company as in effect from time to time shall be allocated to and among the Members, prior to any distributions of any Operating Profits attributable thereto, in a manner such that the Capital Account of each Member, immediately after making such allocation, is as nearly as possible equal to the excess of (a) the distributions that would be made to such Member if the Company were dissolved, its affairs wound up and its assets sold for cash equal to their Book Value, all Company liabilities were satisfied (limited with respect to each nonrecourse liability to the fair market value of the assets securing such liability), and the net assets of the Company were distributed pursuant to Section 6.2(a) of this Agreement to the Members immediately after making such allocation, over (b) such Member’s share, if any, of items of Company profit, income, gain, loss, deduction and tax credit specially allocated to such Members pursuant to the provisions of Section 3.4 hereof.
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General Allocations of Profits and Losses. Subject to Section 10.3, Profits and Losses of the Company for any Fiscal Year (including, for the avoidance of doubt and in the Board’s sole discretion, any portion of a taxable year) shall be allocated among the Members (i) first, in reverse order to the extent of any net prior allocations of Losses under this Section 10.2 (after taking into account any previous allocations under this Section 10.2(i)), and (ii) second, so that the Capital Account of each Member, after making such allocation, is, as nearly as possible, equal (or in proportion thereto, if the total amount of Profits or Losses available to be allocated is insufficient) to (A) the distributions that would be made to such Member if the Company were dissolved, its affairs wound up, and its assets sold for cash equal to their respective Gross Asset Values, all Company liabilities were satisfied (limited with respect to each nonrecourse liability to the Gross Asset Value of the assets securing such liability), and the remaining assets of the Company were distributed to the Members in accordance with Sections 11.1(ii), (iii) (but excluding the reference to Section 11.1(i)) and (iv) immediately after the hypothetical sale of assets, minus (B) such Member’s share of Company Minimum Gain and Member Minimum Gain, computed immediately before the hypothetical sale of assets; provided, that solely for the purpose of computing the hypothetical distributions under the foregoing clause (A), all outstanding Class C Units shall be treated as if they were Vested Class C Units.
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General Allocations of Profits and Losses. A. Except as provided in Sections 7.2, 7.3, 7.4 and 7.5 hereof (which shall be applied first), the Profits of the Partnership for each taxable year (or other fiscal period) shall be allocated as follows: (i) first, to the General Partner to the extent that the cumulative Losses allocated to the General Partner pursuant to Section 7.1.B(ii) exceed the cumulative Profits allocated to the General Partner pursuant to this Section 7.1.A(i); (ii) second, PRO RATA (based on the respective number of Preferred Units held by them) to the holders of the Preferred Units until the cumulative amount of Profits allocated pursuant to this clause (ii) equals their cumulative Priority Return through the end of the applicable year (whether or not distributed); (iii) third, to the holders of Common Units to the extent that the cumulative Losses allocated to the holders of Common Units pursuant to Section 7.1.B(i) exceed the cumulative Profits allocated to the holders of Common Units pursuant to this Section 7.1.A(iii); and (iv) thereafter, PRO RATA (based on the respective number of Common Units held by them) to the holders of Common Units. B. Except as provided in Sections 7.2, 7.3, 7.4 and 7.5 hereof (which shall be applied first), the Losses of the Partnership for each taxable year (or other fiscal period) shall be allocated as follows: (i) first, PRO RATA (based on the respective number of Common Units held by them) to the holders of Common Units; PROVIDED, that Losses allocated to a holder of Common Units pursuant to this Section 7.1.B(i) shall not exceed the maximum amount of Losses that can be allocated without causing that holder of Common Units to have a negative Adjusted Capital Account balance; and (ii) thereafter, one hundred percent (100%) to the General Partner."
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General Allocations of Profits and Losses. Except as otherwise provided in Section 8.6(b)(ii), Profits and Losses of the Partnership for each Allocation Period shall be allocated to the Partners in accordance with their Percentage Interests.
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General Allocations of Profits and Losses. Profits and Losses for any Fiscal Year shall be allocated to the Interest Holders in the ratio of their Participation Percentages. Any deduction attributable to a Non-shared expenses shall be specially allocated to the Member on whose behalf the Firm incurred the Non-shared expense. If any Non Shared Expenses of a Member that are paid or reimbursed by the Firm are not deductible, or are disallowed by the Internal Revenue Service or any other taxing authority as ordinary and necessary business expenses, any additional Firm Profit or income arising from such non-deductibility or disallowance shall be specially allocated to such Member.
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General Allocations of Profits and Losses. All items of income, gain, deduction and loss of the Company as determined for federal income tax purposes shall be allocated among the Members and shall be credited or debited to their respective Capital Accounts in accordance with Treasury Regulation Section 1.704-1(b)(2)(iv), so as to ensure to the maximum extent possible that such allocations satisfy the economic effect equivalence test of Treasury Regulation Section 1.704- 1(b)(2)(ii)(i). Subject to Section 5.2, net income or net loss (or any items thereof) for each taxable year shall be allocated among the Members’ Capital Accounts pro rata in accordance with their Percentage Interests.
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General Allocations of Profits and Losses. Profits, losses, deductions, and credits for any fiscal year shall be allocated to the Members in proportion to their respective Membership Interests. The Company shall provide a summary of all of the members’ profits, losses, and deductions to all of the members.
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General Allocations of Profits and Losses. Subject to the other provisions of this Article 8, the Profits and Losses of the Company for each Fiscal Year shall be allocated to and shared by the Members in proportion to their Interests.
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General Allocations of Profits and Losses 
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Related to General Allocations of Profits and Losses

  • Allocations of Profits and Losses Except as otherwise provided in this Agreement, Profits and Losses (and, to the extent necessary, individual items of income, gain or loss or deduction of the Partnership) shall be allocated in a manner such that the Capital Account of each Partner after giving effect to the Special Allocations set forth in Section 5.05 is, as nearly as possible, equal (proportionately) to (i) the distributions that would be made pursuant to Article IV if the Partnership were dissolved, its affairs wound up and its assets sold for cash equal to their Carrying Value, all Partnership liabilities were satisfied (limited with respect to each non-recourse liability to the Carrying Value of the assets securing such liability) and the net assets of the Partnership were distributed to the Partners pursuant to this Agreement, minus (ii) such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, computed immediately prior to the hypothetical sale of assets. For purposes of this Article V, each Unvested Unit shall be treated as a Vested Unit. Notwithstanding the foregoing, the General Partner shall make such adjustments to Capital Accounts as it determines in its sole discretion to be appropriate to ensure allocations are made in accordance with a partner’s interest in the Partnership.

  • Allocation of Profits and Losses The Company’s profits and losses shall be allocated to the Member.

  • Allocations of Net Profits and Net Losses Except as otherwise set forth herein, Net Profits and Net Losses shall be allocated for each Fiscal Year to the Members in proportion to their respective Capital Accounts.

  • Allocation of Profits and Losses Distributions Profits/Losses. For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

  • Profits and Losses For financial accounting and tax purposes, the Company’s net profits or net losses shall be determined on an annual basis in accordance with the manner determined by the Board. In each year, profits and losses shall be allocated entirely to the Member.

  • Allocations of Net Income and Net Loss Except as otherwise provided in this Agreement, after giving effect to the special allocations in subparagraph 1(c) and paragraph 2, Net Income, Net Loss and, to the extent necessary, individual items of income, gain, loss or deduction, of the Partnership for each fiscal year or other applicable period of the Partnership shall be allocated among the General Partner and Limited Partners in accordance with their respective Percentage Interests.

  • Allocation of Net Profits and Net Losses As of the last day of each Fiscal Period, any Net Profits or Net Losses for the Fiscal Period shall be allocated among and credited to or debited against the Capital Accounts of the Members in accordance with their respective Investment Percentages for such Fiscal Period.

  • Profits and Losses Distributions Until the admission of additional Members, the Original Member shall be entitled to all allocations of LLC profits and losses and to allocations of distributions.

  • Allocations of Income and Loss For each taxable year, each holder of Preferred Units will be allocated a portion of the Net Income and Net Loss of the Partnership equal to the portion of the Net Income and Net Loss of the Partnership that would be allocated to such holder pursuant to Article 6 of the Agreement if such holder held a number of Partnership Common Units equal to (i) the number of Preferred Units held by such holder, multiplied by (ii) 0.625. Upon liquidation, dissolution or winding up of the Partnership, the Partnership shall endeavor to allocate income and gain to the holders of the Preferred Units such that the Capital Accounts related to the Preferred Units are equal to their Liquidation Preference.

  • Allocation of Profits Profits for any Year shall be allocated in the following order and priority: (i) First, to any Partner who was allocated Losses after the Capital Account of any other Partner was reduced to zero (0), to the extent of such Losses; provided, however, that in the event that the foregoing applies to more than one Partner, to those Partners pro rata according to the amount of such Losses allocated to each; and (ii) Second, to the Partners in accordance with their relative Percentage Interests.

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