Special Capital Account definition

Special Capital Account has the meaning set forth in the LLC Agreement.
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Special Capital Account means a separate and specific capital account established by the Company for the benefit of JLA, BBXAOE or any of the other Members in order to provide for the funding by JLA, BBXAOE or the other Members through capital contributions to the Company, of the Unfunded PC Liability Capital Account and related matters as provided for and defined in the New AGC Operating Agreement, or otherwise provided for in such agreement or in Section 3.02(h), or in the case of BBXAOE, the exercise by BBXAOE, through the AGC Member, of the rights provided to the AGC Member under Section 9.7 of the New AGC Operating Agreement. The Special Capital Account shall be treated separately from the Capital Accounts defined in this Agreement but, except as provided for in the New AGC Operating Agreement, shall be otherwise independently subject to the provisions of this Agreement, including without limitation the provisions of Section 8.
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Special Capital Account of any Partner as of the end of any Fiscal Year means such Partner’s Capital Account balance (whether positive or negative) as of the end of such Fiscal Year (after all distributions for such year but, except as provided in Section 6.08(d), before any allocations of tax items for such year other than allocations pursuant to Section 6.09), increased by (i) such Partner’s share of Minimum Gain attributable to Partnership Nonrecourse Liabilities as of the end of such Fiscal Year and (ii) such Partner’s share of Minimum Gain attributable to Partner Nonrecourse Liabilities as of the end of such Fiscal Year.
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Examples of Special Capital Account in a sentence

  • The foregoing provisions and the other provisions of this Agreement relating to the maintenance of Capital Accounts and Special Capital Account are intended to comply with Treasury Regulations Section 1.704-1(b) and shall be interpreted and applied in a manner consistent with such Treasury Regulations.

  • No Member shall be entitled to withdraw any part of its Capital Account or Special Capital Account or to receive any distribution from the Company, except as otherwise provided in this Agreement.

  • At all times prior to a [*CONFIDENTIAL*]% Payout, allocations corresponding to those set forth in the foregoing subsections of this Section 9.4 shall be made with respect to each Member’s Special Capital Account prior to the allocation pursuant to Section 5.4 of Special Net Profits and Special Net Losses attributable to each Special Expansion Project to which the allocation relates.

  • A Special Capital Account shall be established and maintained for each Participating Member.

  • If the Managers determine that it is prudent to modify the manner in which the Capital Accounts or the Special Capital Account, or any increases or decreases to the Capital Accounts or Special Capital Account, are computed in order to comply with such Treasury Regulations, the Managers may authorize such modifications without the consent any Member.

  • The Company shall establish and maintain for each Member a separate capital account (a “Capital Account”), and for BBXAOE and JLA, the Special Capital Account, on its books and records in accordance with this Section 3.03.

  • The Special Capital Account of the Non-Participating Members with respect to such Special Expansion Project shall be zero.

  • In the event of a Transfer of Units, including the related Special Capital Account, during any Fiscal Year made in compliance with the provisions of Section 9 and Section 4.01(b), Net Income, Net Losses and other items of income, gain, loss and deduction of the Company attributable to such Units for such Fiscal Year shall be determined using the interim closing of the books method.

  • In the event that any Units are Transferred in accordance with the terms of this Agreement, the Transferee shall succeed to the Capital Account and, if and to the extent specifically provided for in connection with the Transfer, the Special Capital Account of the Transferor to the extent it relates to the Transferred Units, and, subject to Section 5.04, shall receive allocations and distributions pursuant to Section 5, Section 6 and Section 12 in respect of such Units.

  • No Member shall receive any interest, salary, management or service fees or draw with respect to its Capital Contributions or its Capital Account or on account of the Special Capital Account, except as otherwise provided in this Agreement.


More Definitions of Special Capital Account

Special Capital Account has the meaning set forth in Section 5.06(d).
Sample 1
Special Capital Account means, with respect to any Member, an account to be created at the inception of a Non-Participatory Growth Capital Project and thereafter to be maintained for such Member relating solely to such Non-Participatory Growth Capital Project in the manner specified for Capital Accounts in Section 5.06(a). Any Special Capital Account shall only take into account allocations of Special Net Profits and Special Net Losses (and items thereof) attributable to such Non-Participatory Growth Capital Project, Non-Participatory Growth Capital Project Contributions made with respect to such Non-Participatory Growth Capital Project, distributions of Special Available Cash with respect to such Non-Participatory Growth Capital Project and any other items that adjust Capital Accounts that are properly attributable to such Non-Participatory Growth Capital Project, in each case as though such Non-Participatory Growth Capital Project were the sole asset, and its ownership and operation were the sole activity, of the Company. Prior to 300% Payout for a Non-Participatory Growth Capital Project, the Special Capital Account of the Non-Participating Member shall be zero.
Sample 1
Special Capital Account means, with respect to any Member, an account to be created at the inception of a Special Expansion Project and thereafter to be maintained for each Member relating solely to such Special Expansion Project in the manner specified for Capital Accounts in Section 9.2(a). Any Special Capital Account shall only take into account allocations of Special Net Profits and Special Net Losses (and items thereof) attributable to such Special Expansion Project, Special Expansion Project Contributions made with respect to such Special Expansion Project, distributions of Special Available Cash with respect to such Special Expansion Project and any other items that adjust Capital Accounts that are properly attributable to such Special Expansion Project, in each case, as though the Special Expansion Project were the sole asset, and its ownership and operation were the sole activity, of the Company. The Special Capital Account of the Non-Participating Members with respect to such Special Expansion Project shall be zero.
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Special Capital Account has the meaning set forth in Section 9.2(b).
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Special Capital Account has the meaning specified in Section 7.4(d) of the CEH LLC Agreement.
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Related to Special Capital Account

  • Book Capital Account means, for any Holder at any time, the Book Capital Account of the Holder for such day, determined in accordance with Section 8.1 hereof.

  • Capital Account means, with respect to any Partner, the Capital Account maintained for such Partner in accordance with the following provisions:

  • Target Capital Account means the Capital Account of a Member as of the end of each fiscal year, increased by any amount that such Member is obligated to restore under this Agreement, is treated as obligated to restore under Treasury Regulations Section 1.704-1(b)(2)(ii)(c), or is deemed obligated to restore under the penultimate sentences of Treasury Regulations Section 1.704-2(g)(1) and (i)(5).

  • Economic Capital Account Balances has the meaning set forth in Section 5.01(g) hereof.

  • Economic Capital Account Balance has the meaning provided in Section 5.1(e) hereof.

  • Adjusted Capital Account means the Capital Account maintained for each Partner as of the end of each Fiscal Year (i) increased by any amounts which such Partner is obligated to restore pursuant to any provision of this Agreement or is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5) and (ii) decreased by the items described in Regulations Sections 1.704-1(b)(2)(ii)(d)(4), 1.704-1(b)(2)(ii)(d)(5) and 1.704-1(b)(2)(ii)(d)(6). The foregoing definition of Adjusted Capital Account is intended to comply with the provisions of Regulations Section 1.704-1(b)(2)(ii)(d) and shall be interpreted consistently therewith.

  • Capital Account Limitation has the meaning set forth in Section 4.05(b) hereof.

  • Capital Accounts An individual capital account shall be maintained for each Partner, and capital contributions to the Partnership by the Partners shall be credited to such accounts. Partnership profits or losses shall also be charged or credited to the separate capital accounts in the manner provided in this Agreement. No interest shall be paid on the capital account of any Partner.

  • Adjusted Capital Account Balance means, with respect to each Partner, the balance in such Partner’s Capital Account adjusted (i) by taking into account the adjustments, allocations and distributions described in Treasury Regulations Sections 1.704-1(b)(2)(ii)(d)(4), (5) and (6); and (ii) by adding to such balance such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, determined pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), any amounts such Partner is obligated to restore pursuant to any provision of this Agreement or by applicable Law. The foregoing definition of Adjusted Capital Account Balance is intended to comply with the provisions of Treasury Regulations Section 1.704-1(b)(2)(ii)(d) and shall be interpreted consistently therewith.

  • Adjusted Capital Account Deficit means, with respect to any Member, 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:

  • Capital Account Distribution Date and "Income Account Distribution Date" shall mean the "Distribution Dates" set forth in the "Essential Information" in the Prospectus.

  • Initial Capital Contribution has the meaning set forth in Section 4.1.

  • Initial Capital Contributions has the meaning set forth in Section 3.01.

  • initial capital or ‘Capital’: means the money that you initially subscribed to invest into the Plan.

  • Partially Adjusted Capital Account means, with respect to any Member for any Fiscal Year, the Capital Account balance of such Member at the beginning of such period, adjusted as set forth in the definition of Capital Account for all contributions and distributions during such period and all special allocations pursuant to Section 7.3 with respect to such period but before giving effect to any allocation with respect to such period pursuant to Section 7.2.

  • Additional Capital Contribution has the meaning set forth in Section 3.02.

  • Additional Capital Contributions shall have the meaning set forth in Section 5.3.

  • Capital Account Record Date and "Income Account Record Date" shall mean the "Record Dates" set forth in the "Essential Information" in the Prospectus.

  • Member Nonrecourse Debt Minimum Gain means an amount, with respect to each Member Nonrecourse Debt, equal to the Company Minimum Gain that would result if such Member Nonrecourse Debt were treated as a Nonrecourse Liability, determined in accordance with Regulations Section 1.704-2(i)(3).

  • Partnership Percentage means the percentage share of each Partner in the Net Income or Net Loss of the Partnership. The Partners’ initial Partnership Percentages shall be proportionate to the Partners’ initial Capital Contributions to the Partnership. Thereafter, subject to Section 1.68(g), such Partnership Percentages shall be adjusted only to reflect a disproportionate Capital Contribution by one or more Partners or a disproportionate distribution to one or more Partners, with disproportion being determined in accordance with Sections 4.2(a) and 4.5(b), except as set forth in Section 1.68(f).

  • Partner Nonrecourse Debt Minimum Gain has the meaning set forth in Treasury Regulation Section 1.704-2(i)(2).

  • Member Nonrecourse Debt has the meaning of “partner nonrecourse debt” set forth in Treasury Regulations Section 1.704-2(b)(4).

  • Total Percentage Interest means, with respect to any Partner, the quotient obtained by dividing the number of Units (vested or unvested) then owned by such Partner by the number of Units then owned by all Partners.

  • Class A Limited Partner means EPCO Holdings, Inc., a Delaware corporation, and its successors and assigns.

  • Class B Adjusted Invested Amount means, with respect to any date of determination, an amount equal to the Class B Invested Amount less the positive difference, if any, between the Principal Funding Account Balance and the Class A Invested Amount on such date.