Company Items definition
Examples of Company Items in a sentence
It is the intent of the Members that, to the extent consistent with the Treasury Regulations, all Regulatory Allocations shall be offset either with other Regulatory Allocations or with allocations of other Company Items.
Company Items for the Taxable Year in which there is a disposition or deemed disposition of all or substantially all of the Assets of the Company pursuant to Section 12.2(a)(iii) shall be allocated pursuant to Section 12.2(a)(iv).
The Company Items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704‑2(f)(6) and 1.704‑2(j)(2).
Notwithstanding the other provisions of this Article IV, except as provided in Treasury Regulations Section 1.704‑2(f), if there is a net decrease in Company Minimum Gain during any taxable year of the Company, each Member shall be allocated Company Items of income and gain for such taxable year (and, if necessary subsequent taxable years) in an amount equal to such Member’s share of the net decrease in Company Minimum Gain, determined in accordance with Treasury Regulations Section 1.704‑2(g).
The Company Items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704‑2(i)(4) and 1.704‑2(j)(2).
The Tax Matters Manager or Committee shall (i) keep the Members reasonably informed as to the status of all administrative and judicial Tax proceedings, (ii) file with the Internal Revenue Service a request for administrative adjustment if the Tax Matters Manager or Committee deems such to be appropriate, and (iii) file a petition in a court of competent jurisdiction regarding any dispute with respect to Company Items which the Tax Matters Manager or Committee deems appropriate.
Such Tax Matters Manager or, Committee shall be authorized to enter into settlement agreements with the Internal Revenue Service on behalf of all Members with respect to Company Items, and each Member (except any Member who has filed a statement described in Code Section 6224 (c)(3)(B)) agrees to be bound by the terms of any settlement agreement entered into by the Tax Matters Manager or Committee on behalf of all Members.
Company Items for the Taxable Year in which there is a disposition or deemed disposition of all or substantially all of the Assets of the Company pursuant to Section 12.2(a)(iii) shall be allocated pursuant to Section 12.2(a)(v).
Subject to Section 4.2(b), Section 4.3 and Section 12.2(a)(v), all Company Items attributable to the Pinnacle Project for any Taxable Year or relevant portion thereof shall be allocated among the Members as follows: the Class A Distribution Percentage to the Class A Members, pro rata in accordance with their Class A Units, and the Class B Distribution Percentage to the Class B Members, pro rata in accordance with their Class B Units.
The Company Items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704 2(i)(4) and 1.704 2(j)(2).