Marginal Rate Sample Clauses

Marginal Rate. A rate equal to the highest effective marginal combined federal, state and local income tax rate for an Allocation Period applicable to corporate or individual taxpayers that may potentially apply to any Member for such Allocation Period, taking into account the character of the relevant tax items (e.g,. ordinary or capital), the deductibility of state and local income taxes for federal income tax purposes (but only to the extent such taxes are deductible under the Code) and including deductions pursuant to Section 199A of the Code, as reasonably determined by the Managers. For the avoidance of doubt, the Company shall use the same Marginal Rate for determining the Tax Liability for each Member with respect to any particular item of income or gain, regardless of whether the Member is a corporation, individual, partnership, trust, estate or other juridical entity. Member Nonrecourse Debt Minimum Gain. An amount, with respect to each partner nonrecourse debt (as defined in Treasury7 Regulation Section 1.704~2(b)(4)), equal to the Minimum Gain that would result if such partner nonrecourse debt were treated as a nonrecourse liability (as defined in Treasury Regulation Section 1.704-2(b)(3)), determined in accordance with Treasury Regulation Section 1.7Q4-2(i)(3). Member Trust. The meaning ascribed to such term in Section 12.2 hereof. pursuant to the provisions hereof.