Common use of Gross Income Allocations Clause in Contracts

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv) were not in this Agreement.

Appears in 27 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Ub Fuel Cell, LLC), Limited Liability Company Agreement (TerraForm Power, Inc.)

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Gross Income Allocations. In the event any Member has that a deficit balance in its Capital Account a Member’s capital account at the end of any Company taxable period fiscal year is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant or contribute to the provisions of Company under this Agreement Operating Agreement, and (Bii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections §§ 1.704-2(g2(g)(1)(ii) and 1.704-2(i)(5), such the 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 5.1(b)(iv6.5(d) shall be made only if and to the extent that such the Member would have a deficit balance in its Capital Account as adjusted capital account in excess of such sum after all other allocations provided for in this Section 5.1 have been tentatively made as if Section 6.5(c) and this Section 5.1(b)(iv6.5(d) were not in this Operating Agreement.

Appears in 15 contracts

Samples: Operating Agreement (South Dakota Soybean Processors LLC), Operating Agreement, Operating Agreement (South Dakota Soybean Processors LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv4.1(d)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 4.1 have been tentatively made as if this Section 5.1(b)(iv4.1(d)(iv) were not in this Agreement.

Appears in 10 contracts

Samples: Limited Liability Company Agreement (Fortress Transportation & Infrastructure Investors LLC), Limited Liability Company Agreement (Fortress Transportation & Infrastructure Investors LLC), Limited Liability Company Agreement (Fortress Transportation & Infrastructure Investors LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income income, gain and gain Simulated Gain in the amount of such excess as quickly as possible; provided, that an allocation pursuant to this Section 5.1(b)(iv6.1(d)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv6.1(d)(v) were not in this Agreement.

Appears in 9 contracts

Samples: Operating Agreement, Limited Liability Company Agreement (Vanguard Natural Resources, LLC), Operating Agreement (Atlas Energy Resources, LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv6.1(d)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv6.1(d)(v) were not in this Agreement.

Appears in 7 contracts

Samples: Limited Liability Company Agreement (Copano Energy, L.L.C.), Limited Liability Company Agreement (Copano Energy, L.L.C.), Limited Liability Company Agreement (Copano Energy, L.L.C.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv5.02(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 5.02 have been tentatively made as if this Section 5.1(b)(iv5.02(b)(iv) were not in this Agreement.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Enterprise Products Partners L P), Parent Company Agreement (Enterprise Products Partners L P), Parent Company Agreement (El Paso Corp/De)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv) were not in this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (DynaVox Inc.), Limited Liability Company Agreement (DynaVox Inc.), Limited Liability Company Agreement (DynaVox Inc.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income income, gain and gain Simulated Gain in the amount of such excess as quickly as possible; provided, that an allocation pursuant to this Section 5.1(b)(iv6.1(c)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if Section 6.1(c)(iv) and this Section 5.1(b)(iv6.1(c)(v) were not in this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Kimbell Royalty Partners, LP), Limited Liability Company Agreement (Kimbell Royalty Partners, LP), Recapitalization Agreement (Kimbell Royalty Partners, LP)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period which is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant to the any provisions of this Agreement and (Bii) the amount such Member is deemed obligated to restore pursuant to Treasury the penultimate sentences of Regulations Sections sections 1.704-2(g2(g)(1) and 1.704-2(i)(5), such Member shall be specially specifically 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 5.1(b)(iv4.1(g) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 4.1 have been tentatively made as if this Section 5.1(b)(iv4.1(g) were was not in this the Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Williams Partners L.P.), Limited Liability Company Agreement (Williams Partners L.P.), Limited Liability Company Agreement (ONEOK Partners LP)

Gross Income Allocations. In the event any Member has that a deficit balance in its a Member’s Capital Account at the end of any Company taxable period fiscal year is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant or contribute to the provisions of Company under this Operating Agreement and (Bii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections §§ 1.704-2(g2(g)(1)(ii) and 1.704-2(i)(5), such the 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 5.1(b)(iv6.5(d) shall be made only if and to the extent that such the Member would have a deficit balance in its Capital Account as adjusted in excess of such sum after all other allocations provided for in this Section 5.1 have been tentatively made as if Section 6.5(c) and this Section 5.1(b)(iv6.5(d) were not in this Operating Agreement.

Appears in 3 contracts

Samples: Operating Agreement (Great Plains Ethanol LLC), Operating Agreement (Great Plains Ethanol LLC), Operating Agreement (Great Plains Ethanol LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, however, that an allocation pursuant to this Section 5.1(b)(iv) 6.1.3.4 shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv) 6.1.3.4 were not in this Agreement.

Appears in 3 contracts

Samples: Operating Agreement (U S Timberlands Klamath Falls LLC), Operating Agreement (U S Timberlands Klamath Falls LLC), Operating Agreement (U S Timberlands Co Lp)

Gross Income Allocations. In the event any Member has that a deficit balance in its a Member's Capital Account at the end of any Company taxable period fiscal year is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant or contribute to the provisions of Company under this Operating Agreement and (Bii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections §§ 1.704-2(g2(g)(1)(ii) and 1.704-2(i)(5), such the 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 5.1(b)(iv5.5(d) shall be made only if and to the extent that such the Member would have a deficit balance in its Capital Account as adjusted in excess of such sum after all other allocations provided for in this Section 5.1 have been tentatively made as if Section 5.5(c) and this Section 5.1(b)(iv5.5(d) were not in this Operating Agreement.

Appears in 3 contracts

Samples: Operating Agreement, Operating Agreement (Husker Ag LLC), Operating Agreement (Husker Ag LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv4.1(c)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 4.1 have been tentatively made as if this Section 5.1(b)(iv4.1(c)(iv) were not in this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Och-Ziff Capital Management Group LLC), Limited Liability Company Agreement (Och-Ziff Capital Management Group LLC), Limited Liability Company Agreement (Och Daniel)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv5.1(e)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv5.1(e)(iv) were not in this Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Duff & Phelps Corp), Limited Liability Company Agreement (Duff & Phelps Corp)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv5.l(b)(iv) were not in this Agreement.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Paperweight Development Corp), Equity Purchase Agreement (Hicks Acquisition CO II, Inc.)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period which is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant to the provisions any provision of this Agreement and (Bii) the amount such Member is deemed obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections sections 1.704-2(g2(g)(1) and 1.704-2(i)(5), such Member shall be specially specifically 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 5.1(b)(iv5.1(g) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv5.1(g) were was not in this the Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (El Paso Energy Partners Lp), Limited Liability Company Agreement (El Paso Energy Partners Lp)

Gross Income Allocations. In the event any Member has that a deficit balance in its a Member’s Capital Account at the end of any Company taxable period fiscal year is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant or contribute to the provisions of Company under this Operating Agreement and (Bii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections §§ 1.704-2(g2(g)(1)(ii) and 1.704-2(i)(5), such the 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 5.1(b)(iv5.5(d) shall be made only if and to the extent that such the Member would have a deficit balance in its Capital Account as adjusted in excess of such sum after all other allocations provided for in this Section 5.1 have been tentatively made as if Section 5.5(c) and this Section 5.1(b)(iv5.5(d) were not in this Operating Agreement.

Appears in 2 contracts

Samples: Operating Agreement, Operating Agreement (Husker Ag LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required obligated to restore pursuant to the provisions any provision of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(gsections 1.704.2(g) and 1.704-2(i)(51.704(i)(5), 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 5.1(b)(iv5.1(b)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv5.1(b)(v) and Section 5.1(b)(iii) were not in this the Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Vine Resources Inc.), Limited Liability Company Agreement (Vine Resources Inc.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required obligated to restore pursuant to the provisions any provision of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(gsections 1.704.2(g) and 1.704-2(i)(51.704(i)(5), 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 5.1(b)(iv5,l(b)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 5,1 have been tentatively made as if this Section 5.1(b)(iv5,l(b)(v) and Section 5, l(b)(iii) were not in this the Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (SilverSun Technologies, Inc.), Limited Liability Company Agreement (SilverSun Technologies, Inc.)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period which is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant to the any provisions of this Agreement and (Bii) the amount such Member is deemed obligated to restore pursuant to Treasury the penultimate sentences of Regulations Sections sections 1.704-2(g2(g)(1) and 1.704-2(i)(5), such Member shall be specially specifically 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 5.1(b)(iv4.1(b)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 4.1 have been tentatively made as if this Section 5.1(b)(iv4.1(b)(v) were was not in this the Agreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Williams Partners L.P.), Limited Liability Company Agreement (Williams Partners L.P.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required obligated to restore pursuant to the provisions any provision of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(gsections 1.704.2(g) and 1.704-2(i)(51.704(i)(5), 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 5.1(b)(iv5.1(b)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv5.1(b)(v) and Section 5.1(b)(iii) were not in this the Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Vine Energy Inc.), Limited Liability Company Agreement (Vine Energy Inc.)

Gross Income Allocations. In the event any Member has a deficit ------------------------ balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv6.1(d)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv6.1(d)(iv) were not in this Agreement.

Appears in 2 contracts

Samples: Operating Agreement (U S Timberlands Finance Corp), Operating Agreement (U S Timberlands Co Lp)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period which is in excess of the sum of (Ai) the amount such Member is required obligated to restore pursuant to the any provisions of this Agreement and (Bii) the amount such Member is deemed obligated to restore pursuant to Treasury the penultimate sentences of Regulations Sections 1.704-2(g2(g)(1) and 1.704-2(i)(5), such Member shall be specially specifically 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 5.1(b)(iv4.1(g) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 4.1 have been tentatively made as if this Section 5.1(b)(iv4.1(g) were was not in this the Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Atlas Pipeline Holdings, L.P.), Limited Liability Company Agreement (Atlas Pipeline Partners Lp)

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Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv6.1(d)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv6.1(d)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Company Agreement (Enterprise Products Partners L P)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) ) and 1.7041. 704-2(i)(5), 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 5.1(b)(iv4.1(d)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 4.1 have been tentatively made as if this Section 5.1(b)(iv4.1(d)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Fortress Investment Group LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income income, gain and gain Simulated Gain in the amount of such excess as quickly as possible; provided, that an allocation pursuant to this Section 5.1(b)(iv‎Section 6.1(c)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 ‎Section 6.1 have been tentatively made as if ‎Section 6.1(c)(iv) and this Section 5.1(b)(iv‎Section 6.1(c)(v) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Kimbell Royalty Partners, LP)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required obligated to restore pursuant to the provisions any provision of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; providedprovided that, that an allocation pursuant to this Section 5.1(b)(iv5.1(c)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv5.1(c)(v) were not in this the Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Heckmann CORP)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv6.1(d)(v) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if Section 6.1(d)(iv) and this Section 5.1(b)(iv6.1(d)(v) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Copano Energy, L.L.C.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account adjusted capital account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required obligated to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Treas. Reg. Sections 1.704-2(g) and 1.704-2(i)(5), 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 subsection 5.1(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted capital account after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section subsection 5.1(b)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (OGE Enogex Partners L.P.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period Tax Period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704Treas. Reg. ss.ss.1.704-2(g) and 1.704-2(i)(5), 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 5.1(b)(iv5.2(d)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 5.2 have been tentatively made as if this Section 5.1(b)(iv5.2(d)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Quest Resource Corp)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required deemed to be obligated to restore pursuant to the provisions penultimate sentences of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections Section 1.704-2(g2(g)(1) and Section 1.704-2(i)(5), 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 5.1(b)(iv6.2(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.2(b) have been tentatively made as if this Section 5.1(b)(iv6.2(b)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Operating Agreement (RCN Corp /De/)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required deemed to be obligated to restore pursuant to the provisions penultimate sentences of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704Section l.704-2(g2(g)(1) and Section 1.704-2(i)(5), 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 5.1(b)(iv6.2(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.2(b) have been tentatively made as if this Section 5.1(b)(iv6.2(b)(iv) were not in this Agreement.

Appears in 1 contract

Samples: License Agreement (Nstar/Ma)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Regulation Sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income income, gain and gain Simulated Gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 5.1(b)(iv6.1(d)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv6.1(d)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Atlas Energy Group, LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; possible; provided, that an allocation pursuant to this Section 5.1(b)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if this Section 5.1(b)(iv) were not in this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g1.704 -2(g) and 1.704-2(i)(51.704 -2(i)(5), such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, however, that an allocation pursuant to this Section 5.1(b)(iv) 6.1.3.4 shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 5.1 6.1 have been tentatively made as if this Section 5.1(b)(iv) 6.1.3.4 were not in this Agreement.

Appears in 1 contract

Samples: Operating Agreement (U S Timberlands Klamath Falls LLC)

Gross Income Allocations. In the event any Member has a deficit balance in its Adjusted Capital Account at the end of any Company taxable period in excess of the sum of (A) the amount such Member is required to restore pursuant to the provisions of this Agreement and (B) the amount such Member is deemed obligated to restore pursuant to Treasury Regulations Sections sections 1.704-2(g2(g)(1) and 1.704-2(i)(5), such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible; provided, however, that an allocation pursuant to this Section 5.1(b)(iv5.1(c)(iv) shall be made only if and to the extent that such Member would have a deficit balance in its Adjusted Capital Account as adjusted after all other allocations provided for in this Section 5.1 have been tentatively made as if Section 5.1(c)(iii) and this Section 5.1(b)(iv5.1(c)(iv) were not in this the Agreement.

Appears in 1 contract

Samples: Contribution Agreement (Pacific Ethanol, Inc.)

Gross Income Allocations. In the event any Member has a deficit balance in its Capital Account at the end of any Company taxable period Calendar Year which is in excess of the sum of (Aa) the amount such Member is required obligated to restore pursuant to the any provisions of this Agreement Agreement, and (Bb) the amount such Member is deemed to be obligated to restore pursuant to Treasury Regulations the penultimate sentences of Sections 1.704-2(g2(g)(1) and 1.704-2(i)(5)) of the Regulations, 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 5.1(b)(iv) 4.5 shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account as adjusted in excess of such sum after all other allocations provided for in this Section 5.1 4.4 have been tentatively made as if Section 4.3 and this Section 5.1(b)(iv) 4.5 were not in this the Agreement.

Appears in 1 contract

Samples: Operating Agreement

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