Negative Basis means, with respect to any Member and as of any time of calculation, the amount by which the Member’s “adjusted tax basis,” for U.S. federal income tax purposes, in the Member’s Interest in the Company as of that time (determined without regard to any adjustments made to the “adjusted tax basis” by reason of any Transfer or assignment of the Interest, including by reason of death, and without regard to such Member’s share of the liabilities of the Company under Section 752 of the Code) exceeds the value of its Interest as of such time. As used in this Section 5.9, the term “Negative Basis Member” means any Member whose Interest is repurchased by the Company and who has Negative Basis as of the effective date of the repurchase, but such Member shall cease to be a Negative Basis Member at such time as it shall have received allocations pursuant to clause (i) of paragraph (c) equal to its Negative Basis as of the effective date of such repurchase.
Negative Basis means, with respect to any Member and as of any time of calculation, the amount by which its Interest as of such time is less than its "adjusted tax basis," for Federal income tax purposes, in its Interest as of such time (determined without regard to any adjustments made to such "adjusted tax basis" by reason of any transfer or assignment of such Interest, including by reason of death, and without regard to such Member's share of the liabilities of the Fund under Section 752 of the Code), and (ii) the term "Negative Basis Member" shall mean any Member whose Interest is repurchased by the Fund and who has Negative Basis as of the effective date of such repurchase, but such Member shall cease to be a Negative Basis Member at such time as it shall have received allocations pursuant to clause (i) of the third paragraph of this Section 5.8 equal to its Negative Basis as of the effective date of such repurchase.
Negative Basis means, with respect to any Partner and as of any time of calculation, the amount by which the Partner's "adjusted tax basis," for U.S. federal income tax purposes, in the Partner's Interest in the Partnership as of that time (determined without regard to any adjustments made to the "adjusted tax basis" by reason of any Transfer or assignment of the Interest, including by reason of death, and without regard to such Partner's share of the liabilities of the Partnership under section 752 of the Code) exceeds the Partner's Capital Account as of such time. As used in this Section 5.10, the term "Negative Basis Partner" means any Partner who or that withdraws from the Partnership and who or that has a Negative Basis as of the effective date of the Partner's withdrawal.
Examples of Negative Basis in a sentence
As used in this Section 5.8, the term “Negative Basis Partner” means any Partner who or that withdraws from the Partnership and who or that has a Negative Basis as of the effective date of the Partner’s withdrawal.
Executive shall also be entitled to reimbursement of expenses as a director in accordance with the policies of the Company with respect to its directors.
Where relevant, references to "the ICAV" in Clauses 44.01 through 44.04 shall be read to mean each Segregated Portfolio individually, and references to "the Shareholders" or a "Shareholder", "Positive Basis Shareholder" or "Negative Basis Shareholder" in Clauses 44.01 through 44.04 shall apply in respect of the applicable Segregated Portfolio.
As used in this Section 5.7, the term "Negative Basis Member" means any Member who withdraws from the Fund and who has a Negative Basis as of the effective date of such Member's withdrawal.
As used in this SECTION 5.10, the term "NEGATIVE BASIS PARTNER" means any Partner who or that withdraws from the Partnership and who or that has a Negative Basis as of the effective date of the Partner's withdrawal.
More Definitions of Negative Basis
Negative Basis means, with respect to any Member and as of any time of calculation, the amount by which the Member’s “adjusted tax basis,” for U.S. federal income tax purposes, in the Member’s Interest in the Company as of that time (determined without regard to any adjustments made to the “adjusted tax basis” by reason of any Transfer or assignment of the Interest and without regard to such Member’s share of the liabilities of the Company under Section 752 of the Code) exceeds the value of its Interest as of such time. As used in this Section 5.9, the term “Negative Basis Member” means any Member whose Interest is repurchased by the Company and who has Negative Basis as of the effective date of the repurchase, but such Member shall cease to be a Negative Basis Member at such time as it shall have received allocations pursuant to clause (i) of paragraph (c) equal to its Negative Basis as of the effective date of such repurchase.
Negative Basis means, with respect to any Member and as of any time of calculation, the amount by which the Member’s “adjusted tax basis,” for U.S. federal income tax purposes, in the Member’s Interest in the Master Fund as of that time (determined without regard to any adjustments made to the “adjusted tax basis” by reason of any Transfer or assignment of the Interest and without regard to such Member’s share
Negative Basis means, with respect to any Partner and as of any time of calculation, the amount by which (x) the amount in its Capital Account(s) (determined in accordance with this Agreement) as of such time, plus an amount equal to any deemed distributions to such Partner for U.S. federal income tax purposes pursuant to Section 752(b) of the Internal Revenue Code resulting from its withdrawal, is less than (y) its "adjusted tax basis", for U.S. federal income tax purposes, in its Interest in the Partnership as of such time.
Negative Basis. MEMBER shall have the meaning as set forth in Section 5.7.
Negative Basis means, with respect to any Member and as of any time of calculation, the amount by which the total of such Member’s Capital Account as of such time is less than its “adjusted tax basis,” for federal income tax purposes, in its Interest as of such time (determined without regard to any adjustments made to such “adjusted tax basis” by reason of any transfer or assignment of such Interest, including by reason of death and without regard to such Member’s share of the liabilities of the Company under Section 752 of the Code); and (iv) the term “Negative Basis Member” shall mean any Member who withdraws capital from the Company or has its Interest, or a portion thereof, repurchased by the Company, and who has a Negative Basis as of the effective date of such withdrawal or repurchase but such Member shall cease to be a Negative Basis Member at such time as it shall have received allocations pursuant to clause (i) of Section 5.7(c) above equal to its Negative Basis as of the effective date of such withdrawal or repurchase.
Negative Basis means, with respect to any Member and as of any time of calculation, the amount by which its interest in the Company as of such time is less than its "adjusted tax basis", for Federal income tax purposes, in its interest in the Company as of such time (determined without regard to any adjustments made to such "adjusted tax basis" by reason of any transfer or assignment of such interest, including by reason of death, and without regard to such Member's share of the liabilities of the Company under Section 752 of the Code), and (ii) the term "Negative Basis Member" shall mean any Member who withdraws from the Company and who has Negative Basis as of the effective date of its withdrawal, but such Member shall cease to be a Negative Basis Member at such time as it shall have received allocations pursuant to clause (i) of the third paragraph of this Section 5.10 equal to its Negative Basis as of the effective date of its withdrawal. Notwithstanding anything to the contrary in the foregoing, if the Company realizes taxable gains in any fiscal year with respect to which the Special Advisory Member is entitled to an Incentive Allocation under Section 5.8 hereof, the Board of Managers (at the request of the Special Advisory Member) may specially allocate such gains to the Special Advisory Member in an amount by which the Incentive Allocation exceeds the Special Advisory Member's "adjusted tax basis" (determined without regard to any allocation to be made pursuant to this paragraph) in its interest in the Company as of the time it withdraws such Incentive Allocation. The Special Advisory Member's "adjusted tax basis", for these purposes, shall be increased by any amount of the Incentive Allocation withdrawal which it elects to contribute as a Member to the Company as of the date of the withdrawal of the Incentive Allocation.
Negative Basis has the meaning set out in Section 5.7(d) of this Agreement.