Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is 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), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) were not in the Agreement.
Appears in 5 contracts
Samples: Operating Agreement, Operating Agreement (Bluerock Residential Growth REIT, Inc.), Operating Agreement (Bluerock Residential Growth REIT, Inc.)
Gross Income Allocation. In the event any Member has a deficit balance in such Member's Capital Account at the end of (as determined after crediting such Capital Account for any Company Fiscal Year amounts that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member restore or is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections Section 1.704-2(g)(1) and 1.704-2(i)(52), each such Member shall be specially allocated items of Company income and gain shall be specially allocated to such Member in the an amount and manner sufficient to eliminate such deficit (as so determined) of such excess Member's Capital Account as quickly as possible, ; provided that an allocation pursuant to this Section 10.02(d7.2(c)(iv) shall be made only if and only to the extent that such Member would have a deficit such Capital Account in excess of such sum deficit (as so determined) after all other allocations provided for in this Article 10 Section 7.2 (other than Section 7.2(c)(iii)) have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d7.2(c)(iv) were not in the this Agreement.
Appears in 5 contracts
Samples: Limited Liability Company Operating Agreement (Secured Real Estate Income Strategies, LLC), Limited Liability Company Operating Agreement (Secured Real Estate Income Fund II, LLC), Limited Liability Company Operating Agreement (Secured Real Estate Income Fund II, LLC)
Gross Income Allocation. In the event If any Member has a deficit Capital Account balance at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount that such Member is obligated to restore, restore and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Treasury Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d4.3(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 IV have been tentatively made as if Section 10.02(cSections 4.3(c) hereof and this Section 10.02(d4.3(d) were not in the this Agreement.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Emdeon Inc.), Equity Holder Release (Emdeon Inc.), Limited Liability Company Agreement (Emdeon Corp)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (ii) the amount such Member is 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), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d7.3(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 7 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d7.3(d) and Section 7.3(c) were not in the Agreement.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (CNL Healthcare Properties, Inc.), Limited Liability Company Agreement (CNL Healthcare Properties, Inc.), Limited Liability Company Agreement (CNL Healthcare Properties, Inc.)
Gross Income Allocation. In the event any If a Member has a deficit Capital Account at the end of any Company Fiscal Year of the Company that is in excess of exceeds the sum of (i) the amount such the Member is obligated to restore, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), then each such Member shall be specially allocated items of Company income and gain of the Company in the amount of such the excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d7.4(b) shall be made if and only to the extent that such the Member would have a deficit Capital Account in excess of such that sum after all other allocations provided for in this Article 10 7 have been tentatively made as if without considering Section 10.02(c7.4(a) hereof and this Section 10.02(d) were not in the Agreementor 7.4(b).
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Ranger Energy Services, Inc.), Limited Liability Company Agreement (Ranger Energy Services, Inc.), Limited Liability Company Agreement (Ranger Energy Services, Inc.)
Gross Income Allocation. In the event any Member has a deficit balance in such Member’s Capital Account at the end of (as determined after crediting such Capital Account for any Company Fiscal Year amounts that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member restore or is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections Section 1.704-2(g)(1) and 1.704-2(i)(52), each such Member items of Membership income and gain shall be specially allocated items of Company income to such Member in an amount and gain in the amount manner sufficient to eliminate such deficit (as so determined) of such excess Member’s Capital Account as quickly as possible, ; provided that an allocation pursuant to this Section 10.02(d5.2(c)(iv) shall be made only if and only to the extent that such Member would have a deficit such Capital Account in excess of such sum deficit (as so determined) after all other allocations provided for in this Article 10 Section 5.2 (other than Section 5.2(c)(iii)) have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d5.2(c)(iv) were not in the this Agreement.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement (Iron Bridge Mortgage Fund LLC), Operating Agreement (Iron Bridge Mortgage Fund LLC)
Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is or are deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, each such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d10.5(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 X have been tentatively made as if Section 10.02(c10.5(c) hereof and this Section 10.02(d10.5(d) were not in the this Agreement.
Appears in 3 contracts
Samples: Contribution Agreement (Oge Energy Corp.), Contribution Agreement (Energy Transfer Equity, L.P.), Contribution Agreement (Energy Transfer Partners, L.P.)
Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections Treas. Reg. §§1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 5.05 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 5 have been tentatively made as if Section 10.02(c) 5.04 hereof and this Section 10.02(d) 5.05 were not in the Agreement.
Appears in 3 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement, Limited Liability Company Agreement
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) A.10 shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in Article VI and this Article 10 Appendix A have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) A.10 and Section A.9 hereof were not in the this Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is 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, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that however, an allocation pursuant to this Section 10.02(d12.03(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 XII have been tentatively made as if Section 10.02(c12.03(c) hereof and this Section 10.02(d12.0(d) were not in the this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (CBL & Associates Limited Partnership), Limited Liability Company Agreement (CBL & Associates Limited Partnership)
Gross Income Allocation. In the event that any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections §1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall will be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(dSubsection (d) shall will be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VII have been tentatively made as if Section 10.02(c7.02 (b) hereof and this Section 10.02(d7.02 (d) were not in the this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Vaporin, Inc.), Limited Liability Company Agreement (Vapor Corp.)
Gross Income Allocation. In the event any that a Member has a deficit Capital Account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (i) the amount such the Member is obligated to restorerestore pursuant to any provision of this Operating Agreement, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections Treas. Reg. Sec. 1.704-2(g)(12(g) and 1.704-2(i)(5(i)(5), each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) paragraph shall be made if and only to the extent that such the Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 4 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(dParagraph 4.03(d) were not in the this Operating Agreement.
Appears in 2 contracts
Samples: Operating Agreement (Accelera Innovations, Inc.), Operating Agreement (Accelera Innovations, Inc.)
Gross Income Allocation. In the event any Member has a deficit Capital Account deficit at the end of any Company Fiscal Year that taxable year which is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Sections Reg. ss. 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d5.03(c) shall be made only if and only to the extent that any such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 V have been tentatively made as if this Section 10.02(c5.03(c) hereof and this Section 10.02(d5.03(d) were not in the Agreement.
Appears in 2 contracts
Samples: Operating Agreement (Public Service Co of Oklahoma), Operating Agreement (Public Service Co of Oklahoma)
Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year that is in excess of the sum of (i) the amount such the Member is obligated to restore, restore pursuant to any provision of this Operating Agreement and (ii) the amount such the Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections Treas Reg 1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such the excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) section 5.2.4 shall be made only if and only to the extent that such the Member would have a deficit Capital Account in excess of such this sum after all other allocations provided for in this Article 10 article V have been tentatively made as if Section 10.02(c) hereof section 5.2.3 and this Section 10.02(d) section 5.2.4 were not in the Operating Agreement.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year that is taxable period in excess of the sum of (iA) the amount such Member is obligated required to restore, restore pursuant to the provisions of this Agreement and (iiB) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(12(g) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 10.02(d6.1(b)(iv) shall be made only if and only to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum as adjusted after all other allocations provided for in this Article 10 Section 6.1 have been tentatively made as if Section 10.02(c6.1(b)(iii) hereof and this Section 10.02(d6.1(b)(iv) were not in the this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Rattler Midstream Lp), Limited Liability Company Agreement (Rattler Midstream Lp)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that however, an allocation pursuant to this Section 10.02(d12.03(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 XII have been tentatively made as if Section 10.02(c12.03(c) hereof and this Section 10.02(d12.0(d) were not in the this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (CBL & Associates Limited Partnership), Limited Liability Company Agreement (CBL & Associates Limited Partnership)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d6.3(f) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Section 6.3 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d6.3(f) and Section 6.3(e) were not in the this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement (Ashford Hospitality Trust Inc), Limited Liability Company Operating Agreement (Ashford Hospitality Trust Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Treasury Regulations Section 1.704-1(b)(2)(ii)(c) or the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 10.02(dParagraph 1.4(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum amount after all other allocations provided for in this Article 10 Exhibit C have been tentatively made as if Section 10.02(cParagraph 1.4(c) hereof and this Section 10.02(dParagraph 1.4(d) were not in the Agreement.part of this Exhibit C.
Appears in 2 contracts
Samples: Employment Agreement (Simon Worldwide Inc), Employment Agreement (Simon Worldwide Inc)
Gross Income Allocation. In the event any Member has a deficit in its Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possibleexcess, provided that an allocation pursuant to this Section 10.02(d) shall be made only if and only to the extent that such Member would have a deficit in its Capital Account in excess of such sum after all other allocations provided for in this Article 10 IV have been tentatively made as if Section 10.02(c4.05(c) hereof and this Section 10.02(d) were not in the this Agreement.
Appears in 2 contracts
Samples: Operating Agreement (China Direct Trading Corp), Operating Agreement (China Direct Trading Corp)
Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year that is taxable period in excess of the sum of (iA) the amount such Member is obligated required to restore, restore pursuant to the provisions of this Agreement and (iiB) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Treasury Regulation Sections 1.704-2(g)(12(g) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 10.02(d6.1(c)(v) shall be made only if and only to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum as adjusted after all other allocations provided for in this Article 10 Section 6.1 have been tentatively made as if Section 10.02(c6.1(c)(iv) hereof and this Section 10.02(d6.1(c)(v) were not in the this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (8point3 Energy Partners LP), Limited Liability Company Agreement (Sunpower Corp)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Taxable Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-1.704- 2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided however, that an allocation pursuant to this Section 10.02(d5.3(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Section 5 have been tentatively made as if other than those allocations pursuant to Section 10.02(c5.3(c) hereof and this Section 10.02(d) were not in the Agreement5.3(d).
Appears in 2 contracts
Samples: Operating Agreement (Seacor Smit Inc), Operating Agreement (Seacor Smit Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Allocation Year that is in excess of the sum of (i) the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(11.7042(g)(1) and 1.704-2(i)(51.7042(1)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Agreement have been tentatively made as if Section 10.02(c4.11(c) hereof and this Section 10.02(d4.11(d) were not in the this Agreement.
Appears in 1 contract
Samples: Limited Liability Companyagreement (Majestic Funding Partners, LLC)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the i)the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (ii) the ii)the amount such Member is 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), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d7.3(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 7 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d7.3(d) and Section 7.3(c) were not in the Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (CNL Healthcare Trust, Inc.)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is 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), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d9.4(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 IX have been tentatively made as if Section 10.02(c9.4(c) hereof and this Section 10.02(d9.4(d) were not in the Agreement.
Appears in 1 contract
Samples: Ects a Scenic Technology Co Inc
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 3.9 shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 III have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) 3.9 and Section 3.8 hereof were not in the Agreement.
Appears in 1 contract
Samples: Operating Agreement (Air T Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704l.704-2(g)(12(g)(l) and 1.704l.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) A.10 shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in Article VI and this Article 10 Appendix A have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) A.10 and Section A.9 hereof were not in the this Agreement.
Appears in 1 contract
Samples: Operating Agreement (Bespoke Capital Acquisition Corp)
Gross Income Allocation. In the event If any Member has a deficit Capital Account balance in such Member's capital account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (i1) the amount such the Member is obligated to restorerestore to the Company under this Agreement, and (ii2) the amount such the Member is deemed to be obligated to restore pursuant to under the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall will be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d13(b)(iv) shall will be made only and if and only to the extent that such Member would have has a deficit Capital Account in excess of such sum capital account balance after all other allocations provided for in this Article 10 Section 13 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d13(b)(iv) and Section 13(b)(iii) were not in the Agreement.
Appears in 1 contract
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate next to last sentences of Regulations Sections 1.704-1.704- 2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 7.2.2 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VII have been tentatively made as if Section 10.02(c) hereof 7.2.1 and this Section 10.02(d) 7.2.2 were not in the Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Energy Conversion Devices Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections Section 1.704-2(g)(1) and Section 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an any allocation pursuant to this Section 10.02(dSubparagraph 5.1.B(IV) shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Subparagraph 5.1.B have been tentatively made as if Section 10.02(cthis Subparagraph 5.1.B(IV) hereof and this Section 10.02(dSubparagraph 5.1.B(III) were not in the Agreement.
Appears in 1 contract
Samples: Operating Agreement (American Shared Hospital Services)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is 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, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as us quickly as possible; provided, provided that however, an allocation pursuant to this Section 10.02(d12.03(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 XII have been tentatively made as if Section 10.02(c12.03(c) hereof and this Section 10.02(d12.0(d) were not in the this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (CBL & Associates Limited Partnership)
Gross Income Allocation. In the event that any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount that such Member is obligated to restore, restore and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Treasury Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d3.4(d) shall be made only if and only to the extent that -------------- such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 III have been tentatively made as if Section 10.02(c------- 3.4(c) hereof and this Section 10.02(d3.4(d) were not in the Agreement.. -----------------
Appears in 1 contract
Samples: Limited Liability Company Agreement (St John Knits Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount (if any) such Member is obligated to restorerestore under any provision of this Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to under the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to under this Section 10.02(d7.2(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Section 7.2 have been tentatively made as if Section 10.02(c7.2(c) hereof and this Section 10.02(d7.2(d) were not in the Agreement.
Appears in 1 contract
Samples: Operating Agreement
Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year Accounting Period that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) or the amount such Member is deemed to be obligated to restore pursuant to the penultimate next to last sentences of Regulations Sections Section 1.704-2(g)(1) and Section 1.704-2(i)(5)) of the Regulations, each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; PROVIDED, provided HOWEVER, that an allocation alloca-tion pursuant to this Section 10.02(d) subsection shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 have been tentatively made as if Section 10.02(c) hereof this subsection and this Section 10.02(d) the qualified income offset provision set forth in the preceding subsection were not in the a part of this Agreement.
Appears in 1 contract
Samples: Operating Agreement (George Foreman Enterprises Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (ia) the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (iib) the amount such Member is 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), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 2.4 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 5 and this Exhibit "B" have been tentatively made as if Section 10.02(c) 2.3 hereof and this Section 10.02(d) 2.4 were not in the Agreement.
Appears in 1 contract
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 8.11 shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VIII have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) 8.11 and Section 8.10 hereof were not in the this Agreement.
Appears in 1 contract
Samples: Operating Agreement (Prime Medical Services Inc /Tx/)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year Fund fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is 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), each such Member shall be specially allocated items of Company Fund income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d6.4(d) shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 6 have been tentatively made as if Section 10.02(c6.4(c) hereof and this Section 10.02(d6.4(d) were not in the Agreement.
Appears in 1 contract
Samples: Operating Agreement (Southeast Interactive Technology Fund I LLC)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5)) of the Treasury Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d4.3(d) shall be made if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 10 4 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d4.3(d) were not in the this Agreement.
Appears in 1 contract
Samples: Operating Agreement (Unilife Corp)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that however, an allocation pursuant to this Section 10.02(d10.2(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 X have been tentatively made as if Section 10.02(c10.2(c) hereof and this Section 10.02(d10.2(d) were not in the this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (CBL & Associates Limited Partnership)
Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year that is taxable period in excess of the sum of (iA) the amount such Member is obligated required to restore, restore pursuant to the provisions of this Agreement and (iiB) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Treasury Regulation Sections 1.704-2(g)(12(g) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 10.02(d6.1(c)(v) shall be made only if and only to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum as adjusted after all other allocations provided for in this Article 10 Section 6.1 have been tentatively made as if Section 10.02(c6.1(c)(iv) hereof and this Section 10.02(d6.1(c)(v) were not in the this Agreement.. 50
Appears in 1 contract
Samples: Limited Liability Company Agreement (First Solar, Inc.)
Gross Income Allocation. In the event If any Member has a deficit Capital Account balance at the end of any Company Fiscal Year that is in excess of the sum of (ix) the amount that such Member is obligated to restore, restore and (iiy) the amount such that the Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Treasury Regulation Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d9(c)(iv) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Section 9 have been tentatively made as if Section 10.02(cSections 9(c)(iii) hereof and this Section 10.02(d9(c)(iv) were not in the this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (TC3 Health, Inc.)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704l.704-2(g)(12(g)(l) and 1.704-l.704- 2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) were not in the Agreement.
Appears in 1 contract
Samples: Operating Agreement (Bluerock Residential Growth REIT, Inc.)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is 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), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d8.05(d) shall be made only if and only any to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VIII have been tentatively made as if this Section 10.02(c8.05(d) and Section 8.05(c) hereof and this Section 10.02(d) were not in the Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Falcon Holding Group Lp)
Gross Income Allocation. In the event any that a Member has a deficit Capital Account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (i) the amount such the Member is obligated to restorerestore pursuant to any provision of this Operating Agreement, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1Treas. Reg. Sec. 1.704‑2(g) and 1.704-2(i)(5(i)(5), each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) paragraph shall be made if and only to the extent that such the Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 4 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d4.03(d) were not in the this Operating Agreement.
Appears in 1 contract
Samples: Operating Agreement
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is 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 Treasury Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d5.03(d) shall be made if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 10 V have been tentatively made as if Section 10.02(c5.03(c) hereof and this Section 10.02(d5.03(d) were not in the Agreement.
Appears in 1 contract
Gross Income Allocation. In the event that any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i1) the amount that such Member is obligated to restore, restore and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5(1)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d2(f) of Appendix A shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 Appendix A have been tentatively made as if Section 10.02(cSections 2(e) hereof and this Section 10.02(d2(f) of Appendix A were not in the Agreement.
Appears in 1 contract
Samples: Operating Agreement (Biolabs Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account balance at the end of any Company Fiscal Year fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate .penultimate sentences of Regulations Sections 1.704-2(g)(12(g)(1)(ii) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 9.4 shall be made if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 10 IX have been tentatively made as if Section 10.02(c) hereof 9.3 and this Section 10.02(d) 9.4 were not in the this Agreement.
Appears in 1 contract
Gross Income Allocation. In the event If any Member has a deficit Capital Account balance at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount that such Member is obligated to restore, restore and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Treasury Regulation Sections 1.704-2(g)(11.7042(g)(1) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d4.3(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 IV have been tentatively made as if Section 10.02(cSections 4.3(c) hereof and this Section 10.02(d4.3(d) were not in the this Agreement.
Appears in 1 contract
Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Taxable Year that which is in excess of the sum of (i) the amount (if any) such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 9.2.6 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 9 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) 9.2.6 and Section 9.2.5 were not in the this Agreement.
Appears in 1 contract
Gross Income Allocation. In the event any that a Member has a deficit Capital Account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (i) the amount such the Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections Reg. Secs. 1.704-2(g)(12(g) and 1.704-2(i)(5(i)(5), each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d4.3(d) shall be made if and only to the extent that such the Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 4 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d4.3(d) were not in the this Agreement.
Appears in 1 contract
Samples: Equipment Purchase Agreement (Ecolocap Solutions Inc.)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) A.10 shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in Article IX and this Article 10 Appendix A have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) A.10 and Section A.9 hereof were not in the this Agreement.
Appears in 1 contract
Samples: Operating Agreement
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess ofthe sum of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount amounts such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704ofSections l .704-2(g)(12(g)(l) and 1.704-2(i)(5)) ofthe Tax Regulations, each such Member shall be specially allocated items of Company ofCompany income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d9.4(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such ofsuch sum after all other allocations provided for in this Article 10 IX have been tentatively made as if Section 10.02(c9.4(c) hereof and this Section 10.02(d9.4(d) were not in the this Agreement.
Appears in 1 contract
Samples: www.sullivanida.com
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d) 7.11 shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VII have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) 7.11 and Section 7.10 hereof were not in the this Agreement.
Appears in 1 contract
Samples: Operating Agreement (Prime Medical Services Inc /Tx/)
Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year that fiscal year which is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to any provision of this Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d7.2(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VII have been tentatively made as if Section 10.02(c7.2(c) hereof and this Section 10.02(d7.2(d) were not in the Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (United Realty Trust Inc)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d5.2(d) shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 V have been tentatively made as if Section 10.02(c5.2(c) hereof and this Section 10.02(d5.2(d) were not in the Agreement.
Appears in 1 contract
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that is in excess of the sum of (i) the amount such Member is obligated to restorerestore pursuant to the terms of this Agreement or otherwise, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences sentence of Regulations Sections each of Treasury Regulation (S)(S) 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d7.3(d) shall be made if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d) were not in the Agreement.11
Appears in 1 contract
Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year that is taxable period in excess of the sum of (iA) the amount such Member is obligated required to restore, restore pursuant to the provisions of this Agreement and (iiB) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Treasury Regulation Sections 1.704-2(g)(12(g) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 10.02(dSection 6.1(c)(v) shall be made only if and only to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum as adjusted after all other allocations provided for in this Article 10 Section 6.1 have been tentatively made as if Section 10.02(cSection 6.1(c)(iv) hereof and this Section 10.02(dSection 6.1(c)(v) were not in the this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Sunpower Corp)
Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year that which is in excess of the sum of (i) the amount such Member is obligated to restore, restore pursuant to any provision of this Agreement and (ii) the amount such Member is 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), each such Member shall will be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 10.02(d7.3(d) shall will be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 10 VII have been tentatively made as if Section 10.02(c) hereof and this Section 10.02(d7.3(d) and Section 7.3(c) were not in the Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Summit Healthcare REIT, Inc)