Allocation of Excess Nonrecourse Liabilities. For purposes of determining a Member’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), each Member’s interest in Company profits shall be such Member’s Percentage Interest.
Appears in 7 contracts
Samples: Limited Liability Company Agreement (Hcp, Inc.), Limited Liability Company Agreement (Health Care Property Investors Inc), Limited Liability Company Agreement (Health Care Property Investors Inc)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a Member’s 's proportional share of the “"excess nonrecourse liabilities” " of the Company within the meaning of Regulations Section 1.752-3(a)(3), each Member’s 's interest in Company profits shall be such Member’s 's Percentage Interest.
Appears in 6 contracts
Samples: Operating Agreement (Shurgard Storage Centers Inc), Limited Liability Company Agreement (Health Care Property Investors Inc), Limited Liability Company Agreement (Pan Pacific Retail Properties Inc)
Allocation of Excess Nonrecourse Liabilities. For purposes Solely for the purpose of determining a Member’s proportional share of the “allocating excess nonrecourse liabilities” liabilities of the Company within among the meaning Members in connection with the determination of the Members’ adjusted tax bases for their interests in the Company, in accordance with Section 752 of the Code and the Treasury Regulations Section 1.752-3(a)(3)from time to time promulgated thereunder, the Members agree that each Member’s interest in Company profits shall be Profits equals such Member’s Percentage InterestParticipating Percentage.
Appears in 4 contracts
Samples: Operating Agreement (Gallagher Arthur J & Co), Operating Agreement (Gallagher Arthur J & Co), Operating Agreement (Sidoti & Company, Inc.)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a MemberHolder’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), each MemberHolder’s respective interest in Company profits shall be equal to such MemberHolder’s Percentage InterestInterest with respect to Common Units, except as otherwise determined by the Managing Member.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Kimco Realty Corp), Operating Agreement (Healthpeak Properties, Inc.), Limited Liability Company Agreement (Kimco Realty OP, LLC)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a MemberHolder’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section section 1.752-3(a)(3), each MemberHolder’s respective interest in Company profits shall be equal to such MemberHolder’s Percentage InterestInterest with respect to Class A Common Units.
Appears in 4 contracts
Samples: Operating Agreement (Biote Corp.), Letter Agreement (FTAC Athena Acquisition Corp.), Business Combination Agreement (FG New America Acquisition Corp.)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a each Member’s proportional share of the “excess nonrecourse liabilities” , if any, of the Company within the meaning of in accordance with Regulations Section 1.752-3(a)(3), each Member’s interest the Members’ interests in Company profits shall be such Member’s Percentage Interestin proportion to their Units.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Vantiv, Inc.), Limited Liability Company Agreement (Total System Services Inc), Limited Liability Company Agreement (Fifth Third Bancorp)
Allocation of Excess Nonrecourse Liabilities. For purposes the purpose of determining a each Member’s proportional share of the “excess Company nonrecourse liabilities” of the Company within the meaning of liabilities pursuant to Regulations Section 1.752-3(a)(3), and solely for such purpose, each Member’s interest in Company profits shall is hereby specified to be such Member’s Percentage Membership Interest.
Appears in 3 contracts
Samples: Operating Agreement (Ballantyne of Omaha Inc), Operating Agreement (RealD Inc.), Operating Agreement (RealD Inc.)
Allocation of Excess Nonrecourse Liabilities. For purposes the purpose of determining a each Member’s proportional 's share of the “excess Company nonrecourse liabilities” of the Company within the meaning of liabilities pursuant to Regulations Section 1.752-3(a)(3), and solely for such purpose, each Member’s 's interest in Company profits shall is hereby specified to be such Member’s 's Percentage Interest.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Metropolis Realty Holdings LLC), Limited Liability Company Agreement (Metropolis Realty Holdings LLC), Limited Liability Company Agreement (Metropolis Realty Trust Inc)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a MemberHolder’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), each MemberHolder’s respective interest in Company profits shall be equal to such MemberHolder’s Percentage InterestInterest with respect to Common Units, except as otherwise determined by the Board.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Mobile Infrastructure Corp), Limited Liability Company Agreement (Mobile Infrastructure Corp)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a MemberHolder’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), each MemberHolder’s respective interest in Company profits shall be equal to such MemberHolder’s Percentage InterestInterest with respect to Common Units.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Alexander & Baldwin, Inc.), Limited Liability Company Agreement (Five Point Holdings, LLC)
Allocation of Excess Nonrecourse Liabilities. For Solely for purposes of determining a Member’s proportional 's proportionate share of the “"excess nonrecourse liabilities” " of the Company within the meaning of Regulations Regulation Section 1.752-3(a)(3), each Member’s interest the Members' interests in Company the Company's profits shall be such Member’s Percentage Interestas set forth in Section 9.1.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Greatamerica Leasing Receivables 2000-1 LLC)
Allocation of Excess Nonrecourse Liabilities. For purposes Solely for the purpose of determining a Member’s proportional share of the “allocating excess nonrecourse liabilities” Nonrecourse Liabilities of the Company within among the meaning Members in connection with the determination of the Members' adjusted tax bases for their interests in the Company, in accordance with Section 752 of the Code and the Regulations Section 1.752-3(a)(3)from time to time promulgated thereunder, the Members agree that each Member’s 's interest in Company profits shall be such equals the Member’s 's Percentage Interest.
Appears in 1 contract
Samples: Limited Liability Company Agreement (American Realty Capital Healthcare Trust Inc)
Allocation of Excess Nonrecourse Liabilities. For Solely for purposes of determining a Member’s proportional 's proportionate share of the “"excess nonrecourse liabilities” " of the Company within the meaning of Regulations Regulation Section 1.752-3(a)(3), each Member’s interest the Members' interests in Company the Company's profits shall be such Member’s their respective Percentage InterestInterests.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Clearwire Corp)
Allocation of Excess Nonrecourse Liabilities. For purposes Solely for the purpose of determining a Member’s proportional share of the “allocating excess nonrecourse liabilities” Nonrecourse Liabilities of the Company within among the meaning Members in connection with the determination of the Members’ adjusted tax bases for their interests in the Company, in accordance with Code § 752 and the Regulations Section 1.752-3(a)(3)from time to time promulgated thereunder, the Members agree that each Member’s interest in Company profits shall be such equals the Member’s Percentage Interest.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Ashford Hospitality Trust Inc)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a Member’s 's proportional share of the “"excess nonrecourse liabilities” " of the Company within the meaning of Regulations Section 1.752-3(a)(31.752 -3(a)(3), each Member’s 's interest in Company profits shall be such Member’s 's Percentage Interest.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Health Care Property Investors Inc)
Allocation of Excess Nonrecourse Liabilities. For purposes the purpose of determining a each Member’s proportional 's share of the “excess Company nonrecourse liabilities” of the Company within the meaning of liabilities pursuant to Regulations Section 1.752-3(a)(3), and solely for such purpose, each Member’s 's interest in Company profits shall is hereby specified to be such Member’s Percentage 's Membership Interest.
Appears in 1 contract
Samples: Operating Agreement (Newgold Inc)
Allocation of Excess Nonrecourse Liabilities. For Solely for purposes of determining a MemberUnitholder’s proportional proportionate share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Regulation Section 1.752-3(a)(3), each Memberthe Unitholders’ interests in the Company’s interest profits will be in Company profits shall be such Member’s Percentage Interestthe same proportions as they share Net Profits under Section 9.1.3.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Zabala Farms Group, LLC)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a MemberShareholder’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), each MemberShareholder’s respective interest in Company profits shall be equal to such MemberShareholder’s Percentage Interestproportionate ownership of Class B Shares.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Equity One, Inc.)
Allocation of Excess Nonrecourse Liabilities. For purposes of determining a MemberHolder’s proportional share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), each MemberHolder’s respective interest in Company profits shall be equal to such MemberHolder’s Economic Percentage InterestInterest with respect to Class A Units and Class B Units.
Appears in 1 contract
Allocation of Excess Nonrecourse Liabilities. For Solely for purposes of determining a Member’s 's proportional share of the “"excess nonrecourse liabilities” " of the Company within the meaning of Regulations Section 1.752-1.752- 3(a)(3), each Member’s 's interest in Company profits shall be equal to such Member’s Percentage Interest's interest in the allocations provided in Section 6.2.A(3).
Appears in 1 contract
Samples: Limited Liability Company Agreement (Bre Properties Inc /Md/)
