Common use of Basic Allocations Clause in Contracts

Basic Allocations. (a) Net Profits and Net Losses shall be computed on an Investment by Investment basis as of the end of each fiscal year (or other relevant period). Except as provided in Section 5.02 below (which shall be applied first) and Section 5.01(b) below, Net Profits and Net Losses attributable to a particular Investment shall be allocated among the Members in proportion to their respective Investment Percentage Interests in such Investment. Net Profits and Net Losses attributable to Other Cash Receipts shall be allocated among the Members in proportion to their respective Percentage Interests. (b) Notwithstanding Section 5.01(a) above, Net Profits and Net Losses attributable to any assets held in a Vesting Escrow shall be specially allocated to the Managing Member to whom such Vesting Escrow relates. (c) For purposes of this Article V, the amount of the Net Profits or Net Losses from any Investment (treating all sources of Other Cash Receipts as one Investment) shall be determined by allocating expenses incurred by the LLC among the Investments in the same manner that expenses are allocated pursuant to the last sentence of the definition of "Distributable Cash and Property." (d) Allocations of Net Profits and Net Losses provided for in this Section 5.01 shall generally be made as of the end of the fiscal year of the LLC; provided, however, that allocations of items of Net Profits and Net Losses described in clause (vi) of the definition of "Net Profits" and "Net Losses" shall be made at the time deemed realized as described in the definition of "Capital Account."

Basic Allocations. (a) For each fiscal year (or shorter fiscal period for which an allocation of income, loss, gain, or deduction is to be made), Net Profits Attributable to Other Cash Receipts shall be allocated to the Class A Member. (b) Net Profits and Net Losses of the LLC for any fiscal period shall be allocated among the Members in such proportions and in such amounts as may be necessary so that following such allocations, the Capital Account balance of each Member equals such Member's then Target Balance. (c) If the amount of Net Profits or Net Losses allocable to the Members pursuant to Section 5.01(b) for a period is insufficient to allow the Capital Account balance of each Member to equal such Member's Target Balance, such Net Profits or Net Losses shall be allocated among the Members in such a manner as to decrease the differences between the Members' respective Capital Account balances and their respective Target Balances in proportion to such differences. (d) Net Profits and Net Losses of the LLC shall be computed on an Investment-by-Investment by Investment basis as basis. For purposes of such computation, expenses and deductions shall be allocated among the Investments, Short-Term Investments and other sources of Other Cash Receipts in a manner similar to that set forth in Exhibit 2 hereto relating to the allocation of Expenses. To the maximum extent not inconsistent with Sections 5.01(b) and (c) hereof or applicable provisions of the end Treasury Regulations under Section 704 of the Code, for each fiscal year (or other relevant period). Except as provided in Section 5.02 below (which , each Profit Member shall be applied firstallocated Net Profits with respect to any Investment in which such Member has an Investment Percentage Interest until the excess of the aggregate cumulative amount of Net Profits allocated to such Member attributable to such Investment for all fiscal years (or other relevant periods) over the aggregate cumulative amount of "Offsetting Net Losses" (as defined below) allocated to such Member with respect to such Investment for all fiscal years (or other relevant periods) equals the aggregate cumulative amount of Net Investment Receipts distributed (or distributable) to such Member with respect to such Investment for all fiscal years (or other relevant periods), and Section 5.01(b) below, the balance of all Net Profits and Net Losses attributable to a particular Investment shall be allocated among the Members in proportion to their respective Investment Percentage Interests in such Investment. Net Profits and Net Losses attributable to Other Cash Receipts shall be allocated among the Members in proportion to their respective Percentage Interests. (b) Notwithstanding Section 5.01(a) above, Net Profits and Net Losses attributable to any assets held in a Vesting Escrow shall be specially allocated to the Managing Member to whom such Vesting Escrow relates. (c) Class A Member. For purposes of this Article Vthe preceding sentence, an "Offsetting Net Loss" with respect to an Investment shall mean the amount of the any Net Profits or Net Losses from any Loss realized with respect to a second Investment (treating all sources of Other Cash Receipts as one Investment) shall be determined by allocating expenses incurred by the LLC among the Investments that, in the same manner that expenses are allocated pursuant to the last sentence reasonable discretion of the definition Class B Members, has the effect under Section 5.01(b) hereof of "Distributable Cash and Property." (d) Allocations offsetting the amount of Net Profits and Net Losses provided for in this Section 5.01 shall generally be made as of (whether realized previously, simultaneously or subsequently) attributable to the end of the fiscal year of the LLC; provided, however, that allocations of items of Net Profits and Net Losses described in clause (vi) of the definition of "Net Profits" and "Net Losses" shall be made at the time deemed realized as described in the definition of "Capital Accountfirst Investment."

Basic Allocations. (a) Net Profits and Net Losses shall be computed on an Investment by Investment basis as of the end of each fiscal year (or other relevant period). Except as provided in Section 5.02 below (which shall be applied first) and Section 5.01(b) below, Net Profits and Net Losses attributable to a particular Investment shall be allocated among the Members in proportion to their respective Investment Percentage Interests in such Investment. Net Profits and Net Losses attributable to Other Cash Receipts shall be allocated among the Members in proportion to their respective Percentage Interests. (b) Notwithstanding Section 5.01(a) above, Net Profits and Net Losses attributable to any assets held in a Vesting Escrow shall be specially allocated to the Managing Member to whom such Vesting Escrow relates. (c) For purposes of this Article V, the amount of the Net Profits or Net Losses from any Investment (treating all sources of Other Cash Receipts as one Investment) shall be determined by allocating expenses incurred by the LLC among the Investments in the same manner that expenses are allocated pursuant to the last sentence of the definition of "Distributable Cash and Property." (d) Allocations of Net Profits and Net Losses provided for in this Section 5.01 shall generally be made as of the end of the fiscal year of the LLC; provided, however, that allocations of items of Net Profits and Net Losses -------- ------- described in clause (vi) of the definition of "Net Profits" and "Net Losses" shall be made at the time deemed realized as described in the definition of "Capital Account." (e) Upon admission of any Managing Member to the LLC following the date of formation of the LLC, any deduction attributable to such admission shall be allocated among the Managing Members of the LLC (determined immediately prior to the admission of such new Managing Member), in proportion to such Managing Members' respective Percentage Interests as in effect immediately prior to such admission.