Partial Year Allocations Clause Samples

Partial Year Allocations. In the event that a Partner is admitted to the Partnership during the Partnership’s fiscal year, or all or a portion of a Partner’s Partnership Interest is transferred during the Partnership’s fiscal year, Net Profits and Net Losses shall be allocated to the admitted or transferee Partner in any manner permitted by Code Section 706 or the Treasury Regulations thereunder, as the General Partner shall determine as a Tax Decision.
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Partial Year Allocations. Partial year allocations shall be made on a “book closing” or “daily proration” or “weighted average” or other appropriate basis as determined by the Tax Matters Member, after consultation with the other Member, when required by a short Fiscal Year of the Company, the entry or withdrawal of a Member, the transfer of any Shares by or to a Member or for any other reason determined by the Tax Matters Member.
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Partial Year Allocations. Notwithstanding any other provision of this Agreement, in the event of a Transfer of a Membership Interest or the admission of any Member after the date hereof, allocations of Profits and Losses shall be made for the calendar year in which the Transfer or admission occurs based on the number of days in the calendar year during which the transferor and transferee, or of the prior Member and admitted Member owned such Membership Interest, or, on any other reasonable basis consistent with applicable Treasury Regulations, as determined by the Manager.
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Partial Year Allocations. For purposes of determining the Net Profits, Net Losses and the items of income, gain, loss and deduction allocable to each Member: (a) With respect to the Fiscal Year in which the Roll-Up Transaction occurs, allocations for the portions of such Fiscal Year occurring before and after the Roll-Up Transaction shall be determined on the basis of an interim closing of the Company's books. (b) If the Percentage Interest of any Member is adjusted pursuant to Section 4.04 hereof during any Fiscal Year, then allocations for the portions of such Fiscal Year occurring before and after such adjustment shall be determined on the basis of an interim closing of the Company's books. (c) Any other partial year Tax allocations shall be made on the basis of an interim closing of the Company's books or a daily proration, as determined by the Tax Matters Partner, when required by a short Fiscal Year of the Company, the entry or withdrawal of a Member, the Transfer of any Interests by or to a Member or for any other reason determined by the Tax Matters Partner.
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Partial Year Allocations. In the event additional Members are ------------------------ admitted to the Company on different dates during any fiscal year, the Profits (or Losses) allocated to the Members for each such fiscal year shall be allocated among the Members in accordance with the Percentage Interest each holds from time to time during such fiscal years in accor dance with Code Section 706, using any convention permitted by law and selected by the Manager.
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Partial Year Allocations. If any Interest is transferred, or if the number of Units outstanding is increased or decreased by reason of the admission of an Additional Member or otherwise, during any fiscal year of the Company, the Profits, Losses, and other items of income, gain, loss, deduction and credit of the Company for such fiscal year shall be (i) assigned pro rata to each day of such fiscal year during which such item is accrued or otherwise incurred, and the amount of each item so assigned to any such day shall be allocated to Interest Holders based upon their respective Percentages at the close of each such day, or (ii) allocated among the Interest Holders in accordance with Section 706 of the Internal Revenue Code and the Regulations promulgated thereunder, using any conventions permitted by law.
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Related to Partial Year Allocations

  • Other Allocations Except as otherwise provided in this Agreement, all items of Partnership income, loss, deduction, and any other allocations not otherwise provided for shall be divided among the Unit Holders in the same proportions as they share Profits or Losses, as the case may be, for the year.

  • Gross Income Allocations In the event any Partner has a deficit balance in its Capital Account at the end of any Partnership taxable period in excess of the sum of (A) the amount such Partner is required to restore pursuant to the provisions of this Agreement and (B) the amount such Partner is deemed obligated to restore pursuant to Treasury Regulation Sections 1.704-2(g) and 1.704-2(i)(5), such Partner shall be specially allocated items of Partnership gross income and gain in the amount of such excess as quickly as possible; provided, that an allocation pursuant to this Section 6.1(d)(v) shall be made only if and to the extent that such Partner would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 6.1 have been tentatively made as if this Section 6.1(d)(v) were not in this Agreement.

  • Gross Income Allocation If any Partner has a deficit Capital Account at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Partner is obligated to restore, if any, pursuant to any provision of this Agreement, and (ii) the amount such Partner is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Section 1.704-2(g)(1) and 1.704-2(i)(5), each such Partner shall be specially allocated items of Partnership income and gain in the amount of such excess as quickly as possible; provided that an allocation pursuant to this Section 5.05(c) shall be made only if and to the extent that a Partner would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article V have been tentatively made as if Section 5.05(b) and this Section 5.05(c) were not in this Agreement.

  • Payment Allocation Subject to applicable law, your payments may be applied to what you owe Credit Union in any manner Credit Union chooses.

  • Corrective Allocations In the event of any allocation of Additional Book Basis Derivative Items or any Book-Down Event or any recognition of a Net Termination Loss, the following rules shall apply: (A) In the case of any allocation of Additional Book Basis Derivative Items (other than an allocation of Unrealized Gain or Unrealized Loss under Section 5.5(d) hereof), the General Partner shall allocate additional items of gross income and gain away from the holders of Incentive Distribution Rights to the Unitholders and the General Partner, or additional items of deduction and loss away from the Unitholders and the General Partner to the holders of Incentive Distribution Rights, to the extent that the Additional Book Basis Derivative Items allocated to the Unitholders or the General Partner exceed their Share of Additional Book Basis Derivative Items. For this purpose, the Unitholders and the General Partner shall be treated as being allocated Additional Book Basis Derivative Items to the extent that such Additional Book Basis Derivative Items have reduced the amount of income that would otherwise have been allocated to the Unitholders or the General Partner under the Partnership Agreement (e.g., Additional Book Basis Derivative Items taken into account in computing cost of goods sold would reduce the amount of book income otherwise available for allocation among the Partners). Any allocation made pursuant to this Section 6.1(d)(xii)(A) shall be made after all of the other Agreed Allocations have been made as if this Section 6.1(d)(xii) were not in this Agreement and, to the extent necessary, shall require the reallocation of items that have been allocated pursuant to such other Agreed Allocations. (B) In the case of any negative adjustments to the Capital Accounts of the Partners resulting from a Book-Down Event or from the recognition of a Net Termination Loss, such negative adjustment (1) shall first be allocated, to the extent of the Aggregate Remaining Net Positive Adjustments, in such a manner, as determined by the General Partner, that to the extent possible the aggregate Capital Accounts of the Partners will equal the amount that would have been the Capital Account balance of the Partners if no prior Book-Up Events had occurred, and (2) any negative adjustment in excess of the Aggregate Remaining Net Positive Adjustments shall be allocated pursuant to Section 6.1(c) hereof. (C) In making the allocations required under this Section 6.1(d)(xii), the General Partner may apply whatever conventions or other methodology it determines will satisfy the purpose of this Section 6.1(d)(xii).