Common use of Distributions and Allocations in Respect of Transferred Units Clause in Contracts

Distributions and Allocations in Respect of Transferred Units. If any Units and/or Preferred Units are sold, assigned, or transferred during any Fiscal Year without violating the provisions of this Article XI, Profits, Losses, and all other items attributable to the transferred (or adjusted) interest for such period shall be divided and allocated between the affected Persons by taking into account their varying interests during the period in accordance with Code Section 706(d), using any conventions permitted by law and approved by the Management Committee. All distributions on or before the date of such transfer shall be made to the transferor. Solely for purposes of making such allocations and distributions in the case of a transfer, the Company shall recognize such transfer not later than the end of the calendar month during which it is given notice of such transfer, provided that if the Company does not receive a notice stating the date such Units and/or Preferred Units were transferred and such other information as the Management Committee may reasonably require within 30 days after the end of the Fiscal Year during which the transfer occurs, then all of such items shall be allocated, and all distributions shall be made, to the Person who, according to the books and records of the Company, on the last day of the Fiscal Year during which the transfer occurs, was the owner of the Units and/or Preferred Units. Neither the Company nor any Member shall incur any liability for making allocations and distributions in accordance with the provisions of this Section 11.11, whether or not any Member or the Company has knowledge of any transfer of ownership of any interest.