Qualified Income Offset Amount for a Partner means the excess, if any, of (x) the negative balance a Partner has in its Capital Account following the adjustment, allocation, or distribution described in the preceding sentence, over (y) the maximum amount that it is obligated (or is deemed to be obligated) to restore to the Partnership upon liquidation as determined in accordance with Regulations Sections 1.704-2(f), (g), and (i). This Section 4.05(c) is intended to satisfy the provisions of Regulations Section 1.704-1(b)(2)(ii)(d) and shall be interpreted consistently therewith.
Qualified Income Offset Amount for a Partner means the deficit balance, if any, in such Partner's Capital Account as of the end of the relevant fiscal year after giving effect to the following adjustments: (i) credit to such Capital Account an amount equal to (a) the Partner's Share of Minimum Gain immediately prior to the allocation or distribution and (b) the sum of such Partner's allocable share of any recourse indebtedness of the Partnership as determined under Section 752 of the Code and any unconditional obligation of such Partner to contribute additional amounts to the capital of the Partnership in the future (to the extent not previously taken into account in determining such Partner's share of recourse liabilities of the Partnership) and (ii) debit to such Capital Account the allocations or distributions described in Section 11.06(i) that, as of the end of the taxable year, are reasonably expected to be made to such Partner. All Tax Losses in excess of the limitation set forth in this Section 11.06(ii) shall be allocated to the General Partner.
Qualified Income Offset Amount for a Member means the excess, if any, of (i) the negative balance a Member has in his Capital Account (after reducing such account by any adjustments, allocations or distributions of items specified in Treasury Regulation Section 1.704-1(b)(2)(ii)(d)(4),(5) or (6) that, as of the end of the taxable year, are reasonably expected to be made to the Member) over (ii) the sum of (A) the amount, if any, of such Member's unconditional obligation to make subsequent contributions to the Company within the time period specified in Treasury Regulation Section 1.704-1(b)(2)(ii)(c), and (B) such Member's share of Company minimum gain and Member Nonrecourse Debt minimum gain.
Examples of Qualified Income Offset Amount in a sentence
As used herein, the term "Qualified Income Offset Amount" for a Partner means the excess, if any, of (x) the negative balance a Partner has in its Capital Account following the adjustment, allocation, or distribution described in the preceding sentence, over (y) the maximum amount that it is obligated (or is deemed to be obligated) to restore to the Partnership upon liquidation as determined in accordance with Regulations Sections 1.704-2(f), (g), and (i).
Notwithstanding anything to the contrary set forth in this Section 5.4, the Board shall not make any distribution to any Member (including themselves) if, immediately following such distribution, such Member's Capital Account would have a Qualified Income Offset Amount.
Notwithstanding the provisions of Sections 5.1 or 5.3, in no event shall Losses (or items of loss, deduction or Section 705(a)(2)(B) Expenditure) of the Company be allocated to a Member to the extent such allocation would result in such Member having a Qualified Income Offset Amount.
Notwithstanding anything to the contrary set forth in this Section 5.5, the Board shall not make any distribution to any Member (including themselves) if, immediately following such distribution, such Member's Capital Account would have a Qualified Income Offset Amount.
Notwithstanding the provisions of Section 5.1, in no event shall Losses (or items of loss, deduction or Section 705(a)(2)(B) Expenditure) of the Company be allocated to a Member if such allocation would result in such Member having a Qualified Income Offset Amount.
More Definitions of Qualified Income Offset Amount
Qualified Income Offset Amount means, for any Partner, the excess, if any, of (i) the negative balance a Partner has in its Capital Account after taking into account any adjustments, allocations or distributions described in Treas. Reg.ss. 1.704-1(b)(2)(ii)(d)(4), (5) or (6) over (ii) the maximum xxxxxt of any negative balance in its Capital Account such Partner may be obligated (or deemed obligated under the Treasury Regulations) to contribute to the Partnership upon liquidation;
Qualified Income Offset Amount for a Partner means the excess, if any, of (x) the negative balance in a Partner's Capital Account immediately after the adjustment, allocation or distribution described in clause (i) of the preceding sentence (but without regard to any allocation pursuant to clause (ii) of the preceding sentence), over (y) the maximum amount that such Partner may be obligated to contribute to the Partnership upon liquidation as determined pursuant to the third sentence of Section 7.4.2. In the event any items of income and gain (including Gross Income) of the Partnership are reallocated to a Partner pursuant to the first sentence of this Section 7.4.3, subsequent items of loss, deduction or Section 705(a)(2)(B) Expenditure of the Partnership shall be allocated (prior to any allocation pursuant to Section 7.1, but subject to Sections 7.4.4 and 7.4.5) to the Partners in a manner designed to result in each Partner having a Capital Account balance equal to what it would have been had the reallocation of items of income and gain (including Gross Income) pursuant to the first sentence of this Section 7.4.3 not occurred.
Qualified Income Offset Amount for a Member means the deficit balance, if any, in such Member's Capital Account as of the end of the relevant fiscal year after giving effect to the following adjustments: (i) credit to such Capital Account an amount equal to (a) the Member's Share of Minimum Gain immediately prior to the allocation or distribution and (b) the sum of such Member's allocable share of any recourse indebtedness of the Company as determined under Section 752 of the Code and any unconditional obligation of such Member to contribute additional amounts to the capital of the Company in the future (to the extent not previously taken into account in determining such Member's share of recourse liabilities of the Company) and (ii) debit to such Capital Account the allocations or distributions described in Section 12.06(i) that, as of the end of the taxable year, are reasonably expected to be made to such Member. All Tax Losses in excess of the limitation set forth in this Section 12.06(ii) shall be allocated first to those Members who would not have a Qualified Income Offset Amount after taking into account such obligations, and any excess losses shall be allocated among the Members in accordance with provisions of Section 12.01A.
Qualified Income Offset Amount has the meaning given in Section 5.07.
Qualified Income Offset Amount for a Member means the excess, if any of (x) the negative balance a Member has in its Capital Account taking into account the adjustments, allocations or distributions described in the preceding sentence, over (y) the maximum amount that it is obligated (or is deemed to be obligated) to restore to the Company as determined in accordance with Treasury Regulation Sections 1.704-1(b)(2)(ii)(c), 1.704-2(g)(1) and 1.704-2(i)(5). This Section 5.4.4 is intended to satisfy the provisions of Treasury Regulation Section 1.704-1(b)(2)(ii)(d) and shall be interpreted consistently therewith.
Qualified Income Offset Amount. As defined in Section 73(c). ------------------------------
Qualified Income Offset Amount for a Venturer means the excess, if any, of (x) the negative balance in a Venturer's Capital Account immediately after the adjustment, allocation or distribution described in clause (i) of the preceding sentence (but without regard to any allocation pursuant to clause (ii) of the preceding sentence), over (y) the maximum amount that such Venturer may be obligated to contribute to the Venture upon liquidation as determined pursuant to the third sentence of Section 6.4(b). In the event any items of income and gain (including gross income) of the Venture are reallocated to a Venturer pursuant to the first sentence of this Section 6.4(c), subsequent items of loss, deduction or Section 705(a)(2)(B) Expenditure of the Venture shall be allocated (prior to any allocation pursuant to Section 6.1, but subject to Sections 6.4(d) and 6.4(e)) to the Venturers in a manner designed to result in each Venturer having a Capital Account balance equal to what it would have been had the reallocation of items of income and gain (including gross income) pursuant to the first sentence of this Section 6.4(c) not occurred.