Limitation on Loss Allocation. Losses allocated to a Member pursuant to Section 5.1 shall not exceed the maximum amount of losses that can be allocated without causing a Member to have an Adjusted Capital Account Deficit at the end of any Fiscal Year. In the event that any Member would have an Adjusted Capital Account Deficit as a consequence of an allocation of losses pursuant to Section 5.1, the amount of losses that would be allocated to such Member but for the application of this Section 5.2 shall be allocated to the other Members to the extent that such allocations would not cause such Members to have an Adjusted Capital Account Deficit and allocated among such Members in proportion to their total Capital Contributions. Any allocation of items of loss pursuant to this Section 5.2 shall be taken into account in computing subsequent allocations pursuant to Section 5.1, and prior to any allocation of items in such Section so that the net amount of any items allocated to each Member pursuant to Section 5.1 and this Section 5.2 shall, to the maximum extent practicable, be equal to the net amount that would have been allocated to each Member pursuant to the provisions of Section 5.1 and this Section 5.2 if such allocation under this Section 5.2 had not occurred.
Limitation on Loss Allocation. Net Loss (and items thereof) allocated to a Shareholder pursuant to Section 8.2 shall not exceed the maximum amount of losses that can be allocated without causing such Shareholder to have an Adjusted Capital Account Deficit at the end of any Fiscal Year. In the event that any Shareholder would have an Adjusted Capital Account Deficit as a consequence of an allocation of Net Loss pursuant to Section 8.2, the amount of Net Loss that would be allocated to such Shareholder but for the application of this Section 8.3 shall be allocated to the other Shareholders in proportion to their Percentage Interests to the extent that such allocations would not cause any such Shareholder to have an Adjusted Capital Account Deficit (or not be consistent with the Treasury Regulations promulgated under Section 704(b) of the Code). Any allocation of items of Net Loss pursuant to this Section 8.3 shall be taken into account in computing subsequent allocations of Net Income (and items thereof) pursuant to Section 8.2, and prior to any allocation of items in such Section 8.2 so that the net amount of any items allocated to each Shareholder pursuant to Section 8.2 and this Section 8.3 shall, to the maximum extent practicable, be equal to the net amount that would have been allocated to each Shareholder pursuant to the provisions of Section 8.2 and this Section 8.3 if such allocation under this Section 8.3 had not occurred.
Limitation on Loss Allocation. Notwithstanding the provisions of Section 4.1 hereof, if the amount of Loss that would otherwise be allocated to a Member in any fiscal year under Section 4.1.2 hereof would cause or increase a Member's Adjusted Capital Account Deficit as of the last day of such fiscal year, then a proportionate part of such Loss equal to such excess shall be allocated to the other Members to the extent such allocation can be made without violating the provisions of this Section 4.1 with respect to such other Members.
Limitation on Loss Allocation. Notwithstanding any other provision of this Agreement to the contrary, no item of loss or deduction of the Company shall be allocated to any Member if such allocation would cause such Member to have an Adjusted Capital Account Deficit or would increase such Member's Adjusted Capital Account Deficit. Such loss shall be allocated among the Members in accordance with their interest in the Company as determined under Regulation Section 1.704-1(b)(3); provided, however, that the Board of Managers will notify the Members of any material loss allocation required under this sentence at least 30 days prior to the date on which any Company return is filed reporting such loss and will provide the Members with the proposed allocation and supporting calculations, all in reasonable detail.
Limitation on Loss Allocation. Notwithstanding anything in Section 5.1 above, losses allocated pursuant to Section 5.1 shall not exceed the maximum amount of losses that can be so allocated without causing a Member to have an adjusted capital account deficit at the end of any fiscal year. In the event one of the Members would have an adjusted capital account deficit as a consequence of an allocation of losses pursuant to Section 5.1, the limitation set forth herein shall be applied on a Member by Member basis so as to allocate the maximum permissible losses to each Member under Section 1.704-1 (b)(2) (ii) (d) of the Regulations. All losses in excess of the foregoing limitation shall be allocated to the Members in proportion to their Units.
Limitation on Loss Allocation. Cost of goods sold and Losses allocated to a Member pursuant to Section 7.1 or Section 7.6 shall not exceed the maximum amount that can be allocated without causing a Member to have a Capital Account deficit at the end of any Fiscal Year in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provisions of this Agreement or pursuant to Regulations Section 1.704-1(b)(2)00(c) 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), at the end of the Fiscal Year. In the event that any Member would have such a Capital Account deficit as a consequence of an allocation of cost of goods sold or Losses pursuant to Section 7.1 or Section 7.6, the amount of cost of goods sold or Losses that would be allocated to such Member but for the application of this Section 7.3 shall be allocated to the other Members (to the extent that such allocations would not cause such Members to have such Capital Account deficit) in proportion to their Percentage Interests.
Limitation on Loss Allocation. Notwithstanding ----------------------------- anything in Section 12.1 hereof, Losses allocated pursuant to Section 12.1 hereof shall not exceed the maximum amount of Losses that can be so allocated without causing a Member to have an Adjusted Capital Account Deficit at the end of any Fiscal Year. In the event one of the Members would have an Adjusted Capital Account Deficit as a consequence of an allocation of Losses pursuant to Section 12.1 hereof, the limitation set forth herein shall be applied on a Member by Member basis so as to allocate the maximum permissible Losses to each Member under Section
1. 704-1(b)(2)(ii)(d) of the Treasury Regulations. All Losses in excess of the foregoing limitation shall be allocated to the Members in proportion to their respective Equity Percentages.
Limitation on Loss Allocation. No allocation of Losses, or items thereof, will be made to any Member if such allocation would create or increase such Members’ Adjusted Deficits. Any such disallowed allocation will be made to the Members entitled to receive such allocation under the Section 704(b) Regulations. Any Member that would have a deficit balance in its Capital Account in excess of any amount such Member is obligated to restore, or is deemed obligated to restore under Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5), will be specially allocated items of income and gain to eliminate such deficit balance as quickly as possible.
Limitation on Loss Allocation. Notwithstanding any provision of Section 4.1.1, no allocation of Net Loss shall be made to a Member if it would cause the Member to have a negative balance in its adjusted Capital Account. Allocations of Net Loss that would be made to a Member but for this Section 4.2.4 shall instead be made to other Members pursuant to Section 4.1.1, as applicable, to the extent not inconsistent with this Section 4.
Limitation on Loss Allocation. Notwithstanding anything in Section 16.1 hereof, no allocation of loss may be made to a Member if such loss would cause a Member to have a negative balance in its Capital Account, after such Capital Account is credited by any amounts which the Member is obligated to restore or is deemed to be obligated to restore pursuant to the penultimate sentences of Treas. Reg.
Section 1. 704-2(g)(1)
