Common use of Distributions and Allocations in Respect of Transferred Membership Interests Clause in Contracts

Distributions and Allocations in Respect of Transferred Membership Interests. If any Membership Interest is Transferred during any Allocation Year in compliance with the provisions of this Section 11, Profits, Losses, each item thereof, and all other items attributable to the Transferred Membership Interest for such Allocation Year shall be allocated in accordance with Section 3.5(b). Notwithstanding the date of such Transfer, all distributions to the Members pursuant to Section 4.1 shall be made to the holder of record of such Membership Interest as of the relevant date as set forth in Section 4.1. The Company shall recognize a Permitted Transfer of any Membership Interests not later than the end of the calendar month during which it is given notice of a Permitted Transfer; provided, however, that, if the Company is given notice of such a Permitted Transfer at least fourteen (14) Business Days prior to the Transfer, the Company shall recognize a Permitted Transfer as of the date of such Permitted Transfer; provided, further, that if the Company does not receive a notice stating the date such Membership Interest was Transferred and such other information as the Managing Member may reasonably require within thirty (30) days after the end of the Allocation Year during which the Permitted Transfer occurs, then all items attributable to the Transferred Membership Interest shall be allocated, and all distributions shall be made, to the Person who, according to the books and records of the Company, was the owner of the Membership Interest on the last day of such Allocation Year. Neither the Company nor the Managing Member shall incur any liability for making allocations and distributions in accordance with the provisions of this Section 11.7, whether or not the Managing Member or the Company has knowledge of any Transfer of ownership of any Membership Interest.

Distributions and Allocations in Respect of Transferred Membership Interests. If any Membership Interest is Transferred during any Allocation Year in compliance with the provisions of this Section 11, Profits, Losses, each item thereof, and all other items attributable to the Transferred Membership Interest for such Allocation Year shall be divided and allocated between the transferor and the transferee by taking into account their varying Membership Interests during the Fiscal Year in accordance with Code Section 3.5(b706(d), using the daily proration convention. Notwithstanding the date of such Transfer, all distributions to the Members pursuant to Section 4.1 shall be made to the holder of record of such Membership Interest as of the relevant date as set forth in Section 4.1. The Company shall recognize a Permitted Transfer of Series B-1 Limited Membership Interests, as of the date of such Permitted Transfer, when it receives the Purchaser’s Letter with respect to such Permitted Transfer. The Company shall recognize a Permitted Transfer of any other Membership Interests not later than the end of the calendar month during which it is given notice of a Permitted Transfer; provided, however, provided that, if the Company is given notice of such a Permitted Transfer at least fourteen (14) Business Days prior to the Transfer, the Company shall recognize a Permitted Transfer as of the date of such Permitted Transfer; and provided, further, that if the Company does not receive a notice stating the date such Membership Interest was Transferred and such other information as the Managing Member may reasonably require within thirty (30) days after the end of the Allocation Year during which the Permitted Transfer occurs, then all such items attributable to the Transferred Membership Interest shall be allocated, and all distributions shall be made, to the Person who, according to the books and records of the Company, was the owner of the Membership Interest on the last day of such Allocation Year. Neither the Company nor the Managing Member shall incur any liability Liability for making allocations and distributions in accordance with the provisions of this Section 11.7, whether or not the Managing Member or the Company has knowledge of any Transfer of ownership of any Membership Interest.

Distributions and Allocations in Respect of Transferred Membership Interests. If any Membership Interest is Interests are Transferred during any Allocation Year in compliance with the provisions of this Section 11Article X, Profits, Losses, each item thereof, and all other items attributable to the Transferred Membership Interest Interests for such Allocation Year shall be divided and allocated between the transferor and the transferee by taking into account their varying Percentage Interests during the Fiscal Year in accordance with Code Section 3.5(b706(d), using any conventions permitted by law and selected by the Management Committee. Notwithstanding All distributions on or before the date of such Transfer, all distributions to the Members pursuant to Section 4.1 Transfer shall be made to the holder transferor, and all distributions thereafter shall be made to the transferee. Solely for purposes of record of making such Membership Interest as of allocations and distributions, the relevant date as set forth in Section 4.1. The Company shall recognize a Permitted such Transfer of any Membership Interests not later than the end of the calendar month during which it is given notice of a Permitted such Transfer; provided, however, provided that, if the Company is given notice of such a Permitted Transfer at least fourteen ten (1410) Business Days prior to the Transfer, the Company shall recognize a Permitted such Transfer as of the date of such Permitted Transfer; provided, further, and provided further that if the Company does not receive a notice stating the date such Membership Interest was Transferred Interests were transferred and such other information as the Managing Member Management Committee may reasonably require within thirty (30) days after the end of the Allocation Year during which the Permitted Transfer occurs, then all such items attributable to the Transferred Membership Interest shall be allocated, and all distributions shall be made, to the Person who, according to the books and records of the Company, was the owner of the Membership Interest Interests on the last day of such Allocation Year. Neither the Company nor the Managing any Member shall incur any liability for making allocations and distributions in accordance with the provisions of this Section 11.710.10, whether or not the Managing Member any Manager or the Company has knowledge of any Transfer of ownership of any Membership InterestInterests.

Distributions and Allocations in Respect of Transferred Membership Interests. If any Membership Interest is Transferred during any Allocation Year in compliance with the provisions of this Section 11, Profits, Losses, each item thereof, and all other items 105 attributable to the Transferred Membership Interest for such Allocation Year shall be divided and allocated between the transferor and the transferee by taking into account their varying Membership Interests during the Fiscal Year in accordance with Code Section 3.5(b706(d), using the daily proration convention. Notwithstanding the date of such Transfer, all distributions to the Members pursuant to Section 4.1 shall be made to the holder of record of such Membership Interest as of the relevant date as set forth in Section 4.1. The Company shall recognize a Permitted Transfer of Series B-1 Limited Membership Interests, as of the date of such Permitted Transfer, when it receives the Purchaser’s Letter with respect to such Permitted Transfer. The Company shall recognize a Permitted Transfer of any other Membership Interests not later than the end of the calendar month during which it is given notice of a Permitted Transfer; provided, however, provided that, if the Company is given notice of such a Permitted Transfer at least fourteen (14) Business Days prior to the Transfer, the Company shall recognize a Permitted Transfer as of the date of such Permitted Transfer; and provided, further, that if the Company does not receive a notice stating the date such Membership Interest was Transferred and such other information as the Managing Member may reasonably require within thirty (30) days after the end of the Allocation Year during which the Permitted Transfer occurs, then all such items attributable to the Transferred Membership Interest shall be allocated, and all distributions shall be made, to the Person who, according to the books and records of the Company, was the owner of the Membership Interest on the last day of such Allocation Year. Neither the Company nor the Managing Member shall incur any liability Liability for making allocations and distributions in accordance with the provisions of this Section 11.7, whether or not the Managing Member or the Company has knowledge of any Transfer of ownership of any Membership Interest.