Partial Positive Basis definition
Partial Positive Basis means, with respect to any partially withdrawing Partner and as of any time of calculation, the amount by which the amount received (or to be received) upon such partial withdrawal 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 exceeds the product of (x) its “adjusted tax basis” for U.S. federal income tax purposes, in its Interest in the Partnership of such time and (y) a fraction, the numerator of which is the amount received (or to be received) upon such partial withdrawal, 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, and the denominator of which is such partially withdrawing Partner’s Capital Account immediately prior to such partial withdrawal and such partially withdrawing Partner’s share of partnership liabilities as determined for U.S. federal income tax purposes immediately prior to such partial withdrawal.
Partial Positive Basis means, with respect to any Member who has only had some of its Units repurchased by the Company and as of any time of calculation, the amount by which the amount received (or to be received) upon such partial repurchase of Units plus an amount equal to any deemed distribution to such Member for Federal income tax purposes pursuant to Section 752(b) of the Code as of such time exceeds the product of: (a) its "adjusted tax basis," for Federal income tax purposes, in its Units as of such time and (b) a fraction, the numerator of which is the amount received (or to be received) upon such partial repurchase of Units, and the denominator of which is the value of its Units immediately prior to such partial repurchase of Units and (iii) the term "Positive Basis Member" shall mean any Member who has had some or all of its Units repurchased by the Company and who has Full Positive Basis or Partial Positive Basis as of the effective date of the repurchase (determined prior to any allocations made pursuant to this Section).
Partial Positive Basis means, with respect to any partially withdrawing Partner and as of any time of calculation, the amount by which the amount received (or to be received) upon such partial withdrawal 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 exceeds the product of (x) its "adjusted tax basis" for U.S. Federal income tax purposes, in its interest in the Partnership of such time and (y) a fraction, the numerator of which is the amount received (or to be received) upon such partial withdrawal 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, and the denominator of which is the value of such partially withdrawing Partner's Capital Account(s) immediately prior to such partial withdrawal.
More Definitions of Partial Positive Basis
Partial Positive Basis means, with respect to any partially withdrawing Partner (or Partner receiving a distribution of a portion of its Capital Account) and as of the time of calculation, the amount by which the amount received (or to be received) upon such partial withdrawal or distribution 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 Code resulting from its withdrawal or distribution exceeds the product of (x) its “adjusted tax basis,” for U.S. Federal income tax purposes, in its interest in the Partnership as of such time and (y) a fraction, the numerator of which is the amount received (or to be received) upon such partial withdrawal or distribution, and the denominator of which is the value of such Partner’s Capital Account immediately prior to such partial withdrawal or distribution and (iii) the term “Positive Basis Partner” shall mean any Partner that withdraws some or all of its interest in the Partnership or who receives a partial distribution in respect of a Capital Account and who has Full Positive Basis or Partial Positive Basis as of the effective date of such withdrawal or distribution (determined prior to any allocations made pursuant to this Section 3.09).
Partial Positive Basis means, with respect to any partially withdrawing Partner and as of (or to be received) upon such partial withdrawal 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 of the Internal Revenue Code resulting from its withdrawal exceeds the product of (x) its “adjusted tax basis”, for U.S. federal income tax purposes, in its Interest in the Partnership of such time and (y) a fraction, the numerator of which is the amount received (or to be received) plus an amount equal to any deemed distributions to such Partner for U.S. federal income tax purposes pursuant to Section 752 of the Internal Revenue Code upon such partial withdrawal, and the denominator of which is the value of such partially withdrawing Partner’s Capital Account immediately prior to such partial withdrawal plus an amount equal to any deemed distributions that would be made to such Partner for U.S. federal income tax purposes pursuant to Section 752 of the Internal Revenue Code if such Partner had completely withdrawn its Capital Account.
Partial Positive Basis means, with respect to any Member whose Interests are partially repurchased by the Company and as of any time of calculation, the amount by which the amount received (or to be received) upon such partial repurchase as of such time plus an amount equal to any deemed distributions to such Member for U.S. Federal income tax purposes pursuant to Section 752 of the Code resulting from the repurchase of its Interests exceeds the product of (x) its "adjusted tax basis," for U.S. Federal income tax purposes, in its interest in the Company as of such time and (y) a fraction, the numerator of which is the amount received (or to be received) plus an amount equal to any deemed distributions to such Member for U.S. Federal income tax purposes pursuant to Section 752 of the Code upon such partial repurchase, and the denominator of which is the value of such Member's Capital Account(s) whose Interests are partially repurchased by the Company immediately prior to such partial repurchase and (iii) the term "Positive Basis Member" shall mean any Member whose Interests are repurchased by the Company and who has Full Positive Basis or Partial Positive Basis as of the effective date of such repurchase (determined prior to any allocations made pursuant to this Section 5.7).
Partial Positive Basis means, with respect to any partially withdrawing Partner (or Partner receiving a distribution of a portion of its Capital Account) and as of the time of calculation, the amount by which the amount received (or to be received) upon such partial withdrawal or distribution as of such time plus an amount equal to any deemed distributions to such Partner for Federal income tax purposes pursuant to Section 752(b) of the Code resulting from its withdrawal or distribution exceeds the product of (x) its "adjusted tax basis," for Federal income tax purposes, in its interest in the Partnership as of such time and (y) a fraction, the numerator of which is the amount received (or to be received) upon such partial withdrawal or distribution, and the denominator of which is the value of such Partner's Capital Account immediately prior to such partial withdrawal or distribution plus an amount equal to any deemed distributions that would be made to such Partner for Federal income tax purposes pursuant to Section 752(b) of the Code if such Partner had completely withdrawn its Capital Account(s) and (iii) the term "Positive Basis Partner" shall mean any Partner that withdraws some or all of its interest in the Partnership or who receives a partial distribution in respect of a Capital Account and who has Full Positive Basis or Partial Positive Basis as of the effective date of such withdrawal or distribution (determined prior to any allocations made pursuant to this Section 3.09).
Partial Positive Basis means, with respect to any partially withdrawing Partner and as of the time of calculation, the amount by which the amount received (or to be received) upon such partial withdrawal 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 Code resulting from its withdrawal exceeds the product of (x) its "adjusted tax basis," for U.S. Federal income tax purposes, in its interest in the Partnership as of such time and (y) a fraction, the numerator of which is the amount received (or to be received) upon such partial withdrawal, and the denominator of which is the value of such partially withdrawing Partner's Capital Account immediately prior to such partial withdrawal and (iii) the term "Positive Basis Partner" shall mean any Partner that withdraws some or all of its interest in the Partnership and who has Full Positive Basis or Partial Positive Basis as of the effective date of such withdrawal (determined prior to any allocations made pursuant to this Section 3.09).