Allocation Units Clause Samples

Allocation Units. The Contract Demand allocation units used to calculate the illustrative tolls for 2018 set out in Appendix D are the forecast of allocation units in Zones 3 and 4 for 2018 set out in Appendix E. Any variance in Contract Demand revenue in 2018 arising from any difference between the forecast and actual Contract Demand allocation units in Zones 3 and 4 that are used to fix the term differentiated firm service tolls for 2018 will be recorded in the Contract Demand Deferral Account for amortization in 2019. The Contract Demand allocation units used to calculate the tolls for 2019 will be forecast by Westcoast at the time it applies to the Board for approval of the 2019 tolls. Westcoast will review the 2019 forecast of Contract Demand allocation units with the Stakeholders with the intention that Westcoast and the Stakeholders will agree on the forecast. Any variance in Contract Demand revenue in 2019 arising from any difference between the forecast and actual Contract Demand allocation units in Zones 3 and 4 that are used to fix the term differentiated firm service tolls for 2019 will be recorded in the Contract Demand Deferral Account for amortization in 2020.
Allocation Units. The Contract Demand allocation units used to calculate the tolls for 2011 set out in Appendix E are the forecast of allocation units in Zones 3 and 4 for 2011 set out in Appendix F. Any variance in Contract Demand revenue in 2011 arising from any difference between the forecast and actual Contract Demand allocation units in Zones 3 and 4 that are used to fix the term differentiated firm service tolls for 2011 will be recorded in the Contract Demand Deferral Account for amortization in 2012. The Contract Demand allocation units used to calculate the tolls for 2012 and 2013 will be forecast by Westcoast at the time it applies to the Board for approval of the 2012 and 2013 tolls, respectively. Westcoast will review the 2012 and 2013 forecast of Contract Demand allocation units with the Stakeholders with the intention that Westcoast and the Stakeholders will agree on the forecast. Any variance in Contract Demand revenue in 2012 or 2013 arising from any difference between the forecast and actual Contract Demand allocation units in Zones 3 and 4 that are used to fix the term differentiated firm service tolls for 2012 and 2013 will be recorded in the Contract Demand Deferral Account for amortization in 2013 and 2014, respectively.

Related to Allocation Units

  • Class B Units Class B Unitholders shall not be entitled to vote in any matters relating to the Company, unless otherwise reserved to the Members by the Act. In addition to the other rights and obligations of Class B Unitholders hereunder, Class B Units shall entitle the holder of such Class B Units to (i) Tax Distributions pursuant to Section 4.01(b), and (ii) a preferred return equal to the Class B Preferred Return Amount. The Class B Preferred Return Amount shall not be required to be paid annually but shall accrue and become payable at the earlier of (x) the fifth (5th) anniversary of the Effective Time, or (y) a liquidation of, or a taxable sale of substantially all of the assets of, the Company. Upon the occurrence of an event referenced in clause (y) above, each Class B Unitholder shall also be paid such Class B Unitholder’s Class B Preferred Return Base Amount, in addition to all of the outstanding, accrued and unpaid Class B Preferred Return Amount. On the seventh (7th) anniversary of the Effective Time, each Class B Unitholder may, at its option and in accordance with the notice and other procedural provisions set forth in Section 11.01(a) (the “7 Year Put Option”), sell all (but not less than all) of its Class B Units to the Company for an amount equal to such Class B Unitholder’s Class B Preferred Return Base Amount plus any outstanding and accrued Class B Preferred Return Amount of such Class B Unitholder (the “Class B Option Consideration”) and, upon the exercise of the 7 Year Put Option by any Class B Unitholder, the Company shall purchase all of such holder’s Class B Units for the Class B Option Consideration. Notwithstanding anything herein to the contrary, no Class B Preferred Return Amount shall be due and payable with respect to such Class B Units pursuant this Section 3.02(b) at such time or times specified in this Section 3.02(b) unless such Class B Units remain issued and outstanding at such time or times and no Redemption or Direct Exchange of such Class B Units described in Article XI hereof has occurred.

  • Allocation Following the Closing, Purchaser shall prepare and deliver to Sellers an allocation of the aggregate consideration among Sellers and, for any transactions contemplated by this Agreement that do not constitute an Agreed G Transaction pursuant to Section 6.16, Purchaser shall also prepare and deliver to the applicable Seller a proposed allocation of the Purchase Price and other consideration paid in exchange for the Purchased Assets, prepared in accordance with Section 1060, and if applicable, Section 338, of the Tax Code (the “Allocation”). The applicable Seller shall have thirty (30) days after the delivery of the Allocation to review and consent to the Allocation in writing, which consent shall not be unreasonably withheld, conditioned or delayed. If the applicable Seller consents to the Allocation, such Seller and Purchaser shall use such Allocation to prepare and file in a timely manner all appropriate Tax filings, including the preparation and filing of all applicable forms in accordance with applicable Law, including Forms 8594 and 8023, if applicable, with their respective Tax Returns for the taxable year that includes the Closing Date and shall take no position in any Tax Return that is inconsistent with such Allocation; provided, however, that nothing contained herein shall prevent the applicable Seller and Purchaser from settling any proposed deficiency or adjustment by any Governmental Authority based upon or arising out of such Allocation, and neither the applicable Seller nor Purchaser shall be required to litigate before any court, any proposed deficiency or adjustment by any Taxing Authority challenging such Allocation. If the applicable Seller does not consent to such Allocation, the applicable Seller shall notify Purchaser in writing of such disagreement within such thirty (30) day period, and thereafter, the applicable Seller shall attempt in good faith to promptly resolve any such disagreement. If the Parties cannot resolve a disagreement under this Section 3.3, such disagreement shall be resolved by an independent accounting firm chosen by Purchaser and reasonably acceptable to the applicable Seller, and such resolution shall be final and binding on the Parties. The fees and expenses of such accounting firm shall be borne equally by Purchaser, on the one hand, and the applicable Seller, on the other hand. The applicable Seller shall provide Purchaser, and Purchaser shall provide the applicable Seller, with a copy of any information described above required to be furnished to any Taxing Authority in connection with the transactions contemplated herein.

  • Capital Contributions Capital Accounts The capital contribution of the Sole Member is set forth on Annex A attached hereto. Except as required by applicable law, the Sole Member shall not at any time be required to make additional contributions of capital to the Company. The capital accounts of the members shall be adjusted for distributions and allocations made in accordance with Section 8.

  • Allocations The profits and losses of the Company shall be allocated to the Members in accordance with their Percentage Interests from time to time.