Nonrecourse Liabilities. For purposes of Regulations Section 1.752-3(a), the Members agree that Nonrecourse Liabilities of the Company in excess of the sum of (i) the amount of Partnership Minimum Gain and (ii) the total amount of Nonrecourse Built-in Gain shall be allocated among the Members in the manner determined by the Managing Member, provided that such allocation shall be permissible under Regulations Section 1.752-3.
Appears in 3 contracts
Sources: Limited Liability Company Agreement (Morgans Hotel Group Co.), Limited Liability Company Agreement (Morgans Hotel Group Co.), Limited Liability Company Agreement (Morgans Hotel Group Co.)
Nonrecourse Liabilities. For the purposes of Regulations Section section 1.752-3(a3(a)(3), the Members agree that Nonrecourse Liabilities of the Company in excess of the sum of (iA) the amount of Partnership Company Minimum Gain and (iiB) the total amount of Nonrecourse Built-in Gain shall be allocated among between the Members in the manner determined by the Managing Member, provided that such allocation shall be permissible under Regulations Section 1.752-3accordance with their respective Percentage Interests.
Appears in 2 contracts
Sources: Limited Liability Company Agreement (DCP Midstream Partners, LP), Limited Liability Company Agreement (DCP Midstream Partners, LP)
Nonrecourse Liabilities. For purposes of Regulations Regulation Section 1.752-3(a3(a)(3), the Members agree that Nonrecourse Liabilities of the Company in excess of the sum of (iA) the amount of Partnership Company Minimum Gain and (iiB) the total amount of Nonrecourse Built-in Gain (computed without duplication of items between (A) and (B)) shall be allocated among the Members in the manner determined by the Managing Member, provided that such allocation shall be permissible under Regulations Section 1.752-3accordance with their respective Percentage Interests.
Appears in 2 contracts
Sources: Limited Liability Company Agreement (Atlas Pipeline Holdings, L.P.), Limited Liability Company Agreement (Atlas Pipeline Partners Lp)
Nonrecourse Liabilities. For purposes of Regulations Section 1.752-3(a), the Members agree that Nonrecourse Liabilities of the Company in excess of the sum of (i) the amount of Partnership Minimum Gain and (ii) the total amount of Nonrecourse Built-in Gain shall be allocated pro rata among the Members in the manner determined by the Managing Memberaccordance with their Membership Units, provided that such allocation shall be permissible under Regulations Section 1.752-3.
Appears in 1 contract
Sources: Master Purchase Agreement (Morgans Hotel Group Co.)
Nonrecourse Liabilities. For purposes of Regulations Section § 1.752-3(a3(a)(3), the Members agree that Nonrecourse Liabilities of the Company in excess of the sum of (i) the amount of Partnership Company Minimum Gain and (ii) the total amount of Nonrecourse Built-in Gain shall be allocated among the Members in the manner determined by the Managing Member, provided that such allocation shall be permissible under Regulations Section 1.752-3accordance with their respective Equity Percentage Interests.
Appears in 1 contract
Sources: Limited Liability Company Agreement (Paulsboro Natural Gas Pipeline Co LLC)
Nonrecourse Liabilities. For purposes of Regulations Section 1.752-3(a), the Members agree that Nonrecourse Liabilities of the Company in excess of the sum of (i) the amount of Partnership Minimum Gain and (ii) the total amount of Nonrecourse Built-in Gain shall be allocated pro rata among the Members in the manner determined by the Managing Memberaccordance with their Units, provided that such allocation shall be permissible under Regulations Section 1.752-3.
Appears in 1 contract
Sources: Equity Purchase Agreement (Morgans Hotel Group Co.)