Reimbursements of Preformation Capital Expenditures. To the extent a distribution (or deemed distribution resulting from a reduction in a Member’s share of Company liabilities for federal tax purposes) otherwise would be treated as proceeds in a sale under Code Section 707(a)(2)(B), the Members intend such actual or deemed distribution to reimburse preformation capital expenditures under Treas. Reg. § 1.707-4(d) to the maximum extent permitted by Law.
Appears in 10 contracts
Samples: Limited Liability Company Agreement (AleAnna, Inc.), Agreement and Plan of Merger (Swiftmerge Acquisition Corp.), Limited Liability Company Agreement (Swiftmerge Acquisition Corp.)
Reimbursements of Preformation Capital Expenditures. To the extent a distribution (or deemed distribution resulting from a reduction in a MemberPartner’s share of Company Partnership liabilities for federal tax purposes) would otherwise would be treated as proceeds in a sale under Code Section section 707(a)(2)(B), the Members Partners intend such actual or deemed distribution to reimburse preformation capital expenditures under Treas. Reg. § 1.707-4(d) to the maximum extent permitted by Law.
Appears in 5 contracts
Samples: Limited Partnership Agreement (StepStone Group Inc.), Limited Partnership Agreement (StepStone Group Inc.), Transaction Agreement (StepStone Group Inc.)
Reimbursements of Preformation Capital Expenditures. To the extent a distribution (or deemed distribution resulting from a reduction in a Member’s share of Company liabilities for federal tax purposes) would otherwise would be treated as proceeds in a sale under Code Section section 707(a)(2)(B), the Members intend such actual or deemed distribution to reimburse preformation capital expenditures under Treas. Reg. § 1.707-4(d) to the maximum extent permitted by Law.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (GEN Restaurant Group, Inc.), Limited Liability Company Agreement (Zevia PBC), Limited Liability Company Agreement (Zevia PBC)
Reimbursements of Preformation Capital Expenditures. To the extent a distribution (or deemed distribution resulting from a reduction in a Member’s share of Company liabilities for federal tax purposes) otherwise would be treated as proceeds in a sale under Code Section section 707(a)(2)(B), the Members intend such actual or deemed distribution to reimburse preformation capital expenditures under Treas. Reg. § 1.707-4(d) to the maximum extent permitted by Law.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Rubicon Technologies, Inc.), Limited Liability Company Agreement (NUSCALE POWER Corp), Agreement and Plan of Merger (Spring Valley Acquisition Corp.)
Reimbursements of Preformation Capital Expenditures. To the extent a distribution (or deemed distribution resulting from a reduction in a MemberPartner’s share of Company Partnership liabilities for federal tax purposes) otherwise would be treated as proceeds in a sale under Code Section section 707(a)(2)(B), the Members Partners intend such actual or deemed distribution to reimburse preformation capital expenditures under Treas. Reg. § 1.707-4(d) to the maximum extent permitted by Law.
Appears in 2 contracts
Samples: Limited Partnership Agreement (Excelerate Energy, Inc.), Limited Partnership Agreement (Excelerate Energy, Inc.)
