Common use of Allocations Upon Final Liquidation Clause in Contracts

Allocations Upon Final Liquidation. Notwithstanding Section 7.2, but subject to Section 7.4, all Net Income or Net Loss (or individual items of either) recognized in the year in which the Company is liquidated shall be allocated to the Members in a manner so that, to the extent possible, the ending Capital Account balances of each of the Members as increased by such Member's share of Company Minimum Gain and Member Minimum Gain shall be equal to the amount of distributions that each such Member would be entitled to receive upon the liquidation of the Company pursuant to Section 11.3.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Commonwealth Energy Corp), Limited Liability Company Agreement (Commonwealth Energy Corp)

AutoNDA by SimpleDocs

Allocations Upon Final Liquidation. Notwithstanding Section 7.2, but subject to Section 7.4, all All Net Income Profits or Net Loss (or individual items of either) recognized in the year in which of the final liquidation of the Company is liquidated in accordance with Article 12 shall be allocated to the Members in a manner so that, to such amounts and priorities that the extent possible, the ending Adjusted Capital Account balances of each Accounts of the Members shall, as increased by such Member's share of Company Minimum Gain and Member Minimum Gain shall closely as possible, equal the respective amounts that would be equal distributed to the amount of Members in their capacities as such in connection with such liquidation if distributions that each such Member would upon final liquidation were to be entitled to receive upon the liquidation of the Company pursuant to made in accordance with Section 11.34.2.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Hard Rock Hotel Holdings, LLC), Limited Liability Company Agreement (Hard Rock Hotel Holdings, LLC)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.