Capital Accounts Allocation of Income and Loss Sample Clauses

Capital Accounts Allocation of Income and Loss. 14 5.1 Capital Accounts 14 5.2 Allocations of Profits and Losses 15 ARTICLE 6. DISTRIBUTIONS 15 6.1 Definitions Relating to Distributions 15 6.2 Operating Cash Flow Distributions 16 6.3 Net Capital Proceeds Distributions 16 6.4 Withholding 17 ARTICLE 7. RIGHTS AND OBLIGATIONS OF VENTURERS 17 7.1 Limited Liability 17 7.2 Authority 17 ARTICLE 8. RIGHTS AND OBLIGATIONS OF MANAGER AND MANAGEMENT OF THE VENTURE 17 8.1 General Responsibilities 17 8.2 Operation in Accordance with Plans 18 8.3 Contracts with Affiliates 18 8.4 Employees and Contractors 18 8.5 Financing 19 8.6 Compensation and Expense Reimbursement 19 8.7 Environmental Auditing 19 8.8 Continued Involvement Requirements 19 8.9 Indemnification of Manager and Venturers 20 8.10 Authorization of Certain Actions 21 8.11 Actions Requiring Investor's Consent 21 8.12 Restrictions on Other Business 23 8.13 Modification of Liability 24 8.14 Xxxxx'ah Compliance 24 8.15 Use of Separate Entities to Hold Properties 24 8.16 Investor's Consent 24 ARTICLE 9. TRANSFERS OF VENTURE INTERESTS 24 9.1 Prohibition of Transfers 24 9.2 Permitted Transfers 25 9.3 Admission of New Venturer 25 9.4 Non-Recognition of Certain Transfers 25 9.5 Withdrawal 25 ARTICLE 10. MISCELLANEOUS 25 10.1 Dissolution 25 10.2 Application of Assets 26 10.3 Notices 26 10.4 Successor and Assigns 28 10.5 Applicable Law 28 10.6 Severability 28 ii 10.7 Counterparts 28 10.8 Entire Agreement 28 10.9 Titles 28 10.10 Further Assurances 29 10.11 Consent to Jurisdiction 29 10.12 Amendments 29 10.13 Limitation on Liability of Investor 29 10.14 Waiver of Jury Trial 29 10.15 Confidentiality 29 Schedule 1.1A Legal Description of Property - Xxxxxxxxx Xxxx Xxxxxxxxxx, Xxxxxxxx, XX Schedule 1.1B Legal Description of Property - Xxxxxxxxx Xxxxxxxxxx, Xxxx, XX Schedule 1.1C Legal Description of Property - Ridgetop Apartments, Silverdale, WA Schedule 1.1D Legal Description of Property - Wellington Apartments, Silverdale, WA Schedule 2.3 Representations and Warranties Schedule 2.8 Venturers Schedule 3.1 Contracts to be Contributed to the Venture Schedule 4.2 Financial Statements Schedule 4.3 Form of Property Budget Schedule 4.4 Insurance Plan Schedule 4.5 Business Plan Schedule 6.3 Example Calculation of Return Schedule 8.5 Form of Property Management Agreement Schedule 8.10 Contracts and Instruments Authorized to be Entered Into Schedule 8.12 List of Competing Projects iii BC - GFS LLC LIMITED LIABILITY COMPANY AGREEMENT
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Capital Accounts Allocation of Income and Loss. 5.1 CAPITAL ACCOUNTS. A separate capital account (each, a "Capital Account") shall be maintained for each Venturer in accordance with the rules of Section 1.704-1(b)(2)(iv) of the U.S. Treasury Regulations (the "Treasury Regulations"), and this Section 5.1 shall be interpreted and applied in a manner consistent with said Section of the Treasury Regulations. The Venture may adjust the Capital Accounts of its Venturers to reflect revaluations of the Venture property whenever the adjustment would be permitted under Treasury Regulations Section 1.704-1(b)(2)(iv)(f). In the event that the Capital Accounts of the Venturers are so adjusted, (i) the Capital Accounts of the Venturers shall be adjusted in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(g) for allocations of depreciation, depletion, amortization and gain or loss, as computed for book purposes, with respect to such property and (ii) the Venturers' distributive shares of depreciation, depletion, amortization and gain or loss, as computed for tax purposes, with respect to such property shall be determined so as to take account of the variation between the adjusted tax basis and book value of such property in the same manner as under Section 704(c) of the Code. In the event that Code Section 704(c) applies to Venture property, the Capital Accounts of the Members shall be adjusted in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(g) for allocations of depreciation, depletion, amortization and gain and loss, as computed for book purposes, with respect to such property. The Capital Accounts shall be maintained for the sole purpose of allocating items of income, gain, loss and deduction among the Venturers and shall have no effect on the amount of any distributions to any Venturers in liquidation or otherwise. The amounts of all distributions to Venturers shall be determined pursuant to Article VI. Notwithstanding any provision contained herein to the contrary, no Venturer shall be required to restore any negative balance in its Capital Account.
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Capital Accounts Allocation of Income and Loss 
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Related to Capital Accounts Allocation of Income and Loss

  • Capital Accounts Allocations There shall be established in respect of each Holder a separate capital account in the books and records of the Up-MACRO Holding Trust in respect of the Holder's Capital Contributions to the Up-MACRO Holding Trust (each, a "Capital Account"), to which the following provisions shall apply:

  • Capital Accounts and Allocations (a) CAPITAL ACCOUNTS. A separate capital account (a "Capital Account") shall be established and maintained for each Member, which shall initially be equal to the Capital Contribution of such Member as set forth on Schedule A hereto. Such Capital Accounts shall be maintained in accordance with Section 1.704-1(b)(2)(iv) of the Treasury Regulations, and this Section 5.2 shall be interpreted and applied in a manner consistent with said Section of the Treasury Regulations. The Capital Accounts shall be maintained for the sole purpose of allocating items of income, gain, loss and deduction among the Members and shall have no effect on the amount of any distributions to any Members in liquidation or otherwise. The amount of all distributions to Members shall be determined pursuant to Sections 5.3, 5.4 and 5.5.

  • Deficit Capital Accounts No Member will be required to pay to the Company, to any other Member or to any third party any deficit balance that may exist from time to time in the Member’s Capital Account.

  • Adjustments to Capital Accounts At the end of each Fiscal Period, the Capital Accounts of the Partners shall be adjusted in the following manner:

  • Capital Account (a) There shall be established for each Member on the books of the Company a Capital Account in accordance with Section 704 of the Code and the Treasury Regulations promulgated thereunder.

  • Deficit Capital Account Upon the dissolution of the Company, any Member having a deficit balance in its Capital Account shall contribute to the Company the amount of cash or other assets (at their fair market value) necessary to bring the balance of such Member's Capital Account to zero after taking into account all allocations required by the regulations under Section 704(b) of the Code and all distributions of cash and other assets.

  • Allocations of Income and Loss For each taxable year, each holder of Preferred Units will be allocated a portion of the Net Income and Net Loss of the Partnership equal to the portion of the Net Income and Net Loss of the Partnership that would be allocated to such holder pursuant to Article 6 of the Agreement if such holder held a number of Partnership Common Units equal to (i) the number of Preferred Units held by such holder, multiplied by (ii) 0.625. Upon liquidation, dissolution or winding up of the Partnership, the Partnership shall endeavor to allocate income and gain to the holders of the Preferred Units such that the Capital Accounts related to the Preferred Units are equal to their Liquidation Preference.

  • Allocation of Profits and Losses The Company’s profits and losses shall be allocated to the Member.

  • Net Loss After giving effect to the special allocations set forth in Section 6.1(d), Net Loss for each taxable period and all items of income, gain, loss and deduction taken into account in computing Net Loss for such taxable period shall be allocated as follows:

  • Capital Accounts of the Partners A. The Partnership shall maintain for each Partner a separate Capital Account in accordance with the rules of Regulations Section l.704-l(b)(2)(iv). Such Capital Account shall be increased by (i) the amount of all Capital Contributions and any other deemed contributions made by such Partner to the Partnership pursuant to this Agreement and (ii) all items of Partnership income and gain (including income and gain exempt from tax) computed in accordance with Section 1.B hereof and allocated to such Partner pursuant to Section 6.1 of the Agreement and Exhibit C thereof, and decreased by (x) the amount of cash or Agreed Value of all actual and deemed distributions of cash or property made to such Partner pursuant to this Agreement and (y) all items of Partnership deduction and loss computed in accordance with Section 1.B hereof and allocated to such Partner pursuant to Section 6.1 of the Agreement and Exhibit C thereof.

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