Special Allocations of Profits and Losses Sample Clauses

Special Allocations of Profits and Losses. (a) Minimum Gain Chargeback--Partnership Nonrecourse Liabilities. If there is a net decrease in Partnership Minimum Gain during any Partnership taxable year, certain items of income and gain shall be allocated (on a gross basis) to the Partners in the amounts and manner described in Section 1.704-2(f) and (j)(2)(i) and (iii) of the Regulations, subject to the exemptions set forth in Section 1.704-2(f)(2), (3), (4) and (5) of the Regulations. This Section 5.2(a) is intended to comply with the minimum gain chargeback requirement (set forth in Section 1.704-2(f) of the Regulations) relating to Partnership nonrecourse liabilities (as defined in Section 1.704-2(b)(3) of the Regulations) and shall be so interpreted.
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Special Allocations of Profits and Losses. Profits and Losses attributable ----------------------------------------- to an Interest will be allocated to each Person in accordance with the respective operating agreements or partnership agreements of the Company, the Business Companies and the Financing LLC unless such allocations would result in any Member Group having a disproportionate percentage of total Profits or Losses, as determined by aggregating the Member Group's shares of Profits and Losses from the Company, the Business Companies and the Financing LLC and comparing that amount to the Member Group's shares of Profits and Losses determined as if the Company, the Business Companies and the Financing LLC were each a division of a single entity of which each of the Member Groups owned the aggregate of its Total Divisional Interests for all Divisional Companies. The aggregate allocations of Profits and Losses to the Member Groups from the Company, the Business Companies and the Financing LLC is hereinafter referred to as the "Aggregate Allocation," and the allocation of Profits and Losses to the Member Groups determined as if the Company, the Business Companies and the Financing LLC were each a division of a single entity is hereinafter referred to as the "Required Allocation." If the Aggregate Allocation for any Fiscal Year differs from the Required Allocation for such Fiscal Year, notwithstanding the allocation provisions of the operating agreements and partnership agreements, the Profits and/or Losses of each of the Company, the Business Companies and the Financing LLC for the Fiscal Year will be allocated in a fair and equitable manner so that the Aggregate Allocation for the Fiscal Year, equals the Required Allocation for such Fiscal Year. Notwithstanding the foregoing, this Section 3.4 will apply only for so long as the Total Divisional Interest of each the Fox Member and the Liberty Member in each Divisional Company is at least 49.9%.
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Special Allocations of Profits and Losses. (a) Minimum Gain Chargeback-Company Nonrecourse Liabilities. If there ------------------------------------------------------- is a net decrease in Company Minimum Gain during any Fiscal Year, certain items of income and gains hall be allocated (on a gross basis) to the Members in the amounts and manner described in Treasury Regulations Section 1.704-2(f) and (j)(2)(i) and (ii), subject to the exemptions set forth in Treasury Regulations Section 1.704-2(f)(2), (3), (4) and (5). This Section 7.2(a) is intended to comply with the minimum gain chargeback requirement (set forth in Treasury Regulations Section 1.704-2(f)) relating to Company nonrecourse liabilities (as defined in Treasury Regulations Section l.704-2(b)(3)) and shall be so interpreted.
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Special Allocations of Profits and Losses. AMDG shall be allocated all losses resulting from the deprecation of equipment contributed to the Company as set forth in Exhibit D as AMDG's initial Capital Contribution, or with respect to any such equipment as AMDG may subsequently contribute to the Company.
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Special Allocations of Profits and Losses. The Managers shall have the discretion to allocate and reallocate items of profit and loss so as to conform each Member’s Capital Account to such Member’s rights to distributions, insofar as reasonably possible. The allocation provisions herein are intended to comply with applicable provisions of the Code, including Regulations promulgated under Section 704 of the Code, and successor statutes and Regulations thereof, and shall be interpreted and applied in a manner consistent with the Code and Regulations. The Company shall make special allocations of specific items of income, gain, loss, deduction or credit from time to time as required by or appropriate under the Code or as deemed necessary or advisable by the Managers.
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Special Allocations of Profits and Losses 
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Related to Special Allocations of Profits and Losses

  • Allocations of Profits and Losses Except as otherwise provided in this Agreement, Profits and Losses (and, to the extent necessary, individual items of income, gain or loss or deduction of the Partnership) shall be allocated in a manner such that the Capital Account of each Partner after giving effect to the Special Allocations set forth in Section 5.05 is, as nearly as possible, equal (proportionately) to (i) the distributions that would be made pursuant to Article IV if the Partnership were dissolved, its affairs wound up and its assets sold for cash equal to their Carrying Value, all Partnership liabilities were satisfied (limited with respect to each non-recourse liability to the Carrying Value of the assets securing such liability) and the net assets of the Partnership were distributed to the Partners pursuant to this Agreement, minus (ii) such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, computed immediately prior to the hypothetical sale of assets. For purposes of this Article V, each Unvested Unit shall be treated as a Vested Unit. Notwithstanding the foregoing, the General Partner shall make such adjustments to Capital Accounts as it determines in its sole discretion to be appropriate to ensure allocations are made in accordance with a partner’s interest in the Partnership.

  • Allocation of Profits and Losses The Company’s profits and losses shall be allocated to the Member.

  • Allocations of Net Profits and Net Losses Except as otherwise set forth herein, Net Profits and Net Losses shall be allocated for each Fiscal Year to the Members in proportion to their respective Capital Accounts.

  • Allocations of Profit and Loss Whenever a proportionate part of the Company’s Profit and Loss is allocated to the Member, every item of income, gain, loss, deduction and credit entering into the computation of such Profit or Loss applicable to the period during which such Profit or Loss was realized shall be allocated to the Member.

  • Profits and Losses For financial accounting and tax purposes, the Company’s net profits or net losses shall be determined on an annual basis in accordance with the manner determined by the Board. In each year, profits and losses shall be allocated entirely to the Member.

  • Capital Accounts and Allocations (a) CAPITAL ACCOUNTS. A separate capital account (a "Capital Account") shall be established and maintained for each Member, which shall initially be equal to the Capital Contribution of such Member as set forth on Schedule A hereto. Such Capital Accounts shall be maintained in accordance with Section 1.704-1(b)(2)(iv) of the Treasury Regulations, and this Section 5.2 shall be interpreted and applied in a manner consistent with said Section of the Treasury Regulations. The Capital Accounts shall be maintained for the sole purpose of allocating items of income, gain, loss and deduction among the Members and shall have no effect on the amount of any distributions to any Members in liquidation or otherwise. The amount of all distributions to Members shall be determined pursuant to Sections 5.3, 5.4 and 5.5.

  • Allocation of Net Profits and Net Losses As of the last day of each Fiscal Period, any Net Profits or Net Losses for the Fiscal Period shall be allocated among and credited to or debited against the Capital Accounts of the Members in accordance with their respective Investment Percentages for such Fiscal Period.

  • Allocations of Net Income and Net Loss Except as otherwise provided in this Agreement, after giving effect to the special allocations in subparagraph 1(c) and paragraph 2, Net Income, Net Loss and, to the extent necessary, individual items of income, gain, loss or deduction, of the Partnership for each fiscal year or other applicable period of the Partnership shall be allocated among the General Partner and Limited Partners in accordance with their respective Percentage Interests.

  • Profits and Losses Distributions Until the admission of additional Members, the Original Member shall be entitled to all allocations of LLC profits and losses and to allocations of distributions.

  • Allocations of Income and Loss For each taxable year, each holder of Preferred Units will be allocated a portion of the Net Income and Net Loss of the Partnership equal to the portion of the Net Income and Net Loss of the Partnership that would be allocated to such holder pursuant to Article 6 of the Agreement if such holder held a number of Partnership Common Units equal to (i) the number of Preferred Units held by such holder, multiplied by (ii) 0.5. Upon liquidation, dissolution or winding up of the Partnership, the Partnership shall endeavor to allocate income and gain to the holders of the Preferred Units such that the Capital Accounts related to the Preferred Units are equal to their Liquidation Preference.

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