Excess Nonrecourse Liabilities. If the built-in gain in Company assets subject to Nonrecourse Debts exceeds the gain described in Treasury Regulations Section 1.752-3(a)(2), the Excess Nonrecourse Liabilities shall be allocated (i) first, to AIV Holdings up to the amount of built-in gain that is allocable to AIV Holdings on Section 704(c) Property, (ii) second, among the Members other than AIV Holdings up to the amount of built-in gain that is allocable to such other Members on Section 704(c) Property and (iii) last, any remaining Excess Nonrecourse Liabilities shall be allocated among the Members pro rata in accordance with their relative Percentage Interests.
Appears in 9 contracts
Samples: Limited Liability Company Agreement (New Mountain Finance Holdings, L.L.C.), Limited Liability Company Agreement (New Mountain Finance Holdings, L.L.C.), Limited Liability Company Agreement (New Mountain Finance Holdings, L.L.C.)
Excess Nonrecourse Liabilities. If the built-in gain in Company assets subject to Nonrecourse Debts exceeds the gain described in Treasury Regulations Section 1.752-3(a)(2)) of the Treasury Regulations, the Excess Nonrecourse Liabilities shall be allocated (i) first, to AIV Holdings among the Founding Members up to the amount of built-in gain that is allocable to AIV Holdings the Founding Members on Section 704(c) Property, (ii) second, among the Members other than AIV Holdings the Founding Members up to the amount of built-in gain that is allocable to such other Members on Section 704(c) Property Property, and (iii) last, any remaining Excess Nonrecourse Liabilities shall be allocated among the Members pro rata in accordance with their relative Percentage Interests.
Appears in 5 contracts
Samples: Limited Liability Company Operating Agreement (National CineMedia, Inc.), Limited Liability Company Operating Agreement (Amc Entertainment Inc), Limited Liability Company Operating Agreement (Marquee Holdings Inc.)
Excess Nonrecourse Liabilities. If the built-in gain in Company assets subject to Nonrecourse Debts exceeds the gain described in Treasury Regulations Regulation Section 1.752-3(a)(2), the Excess Nonrecourse Liabilities shall be allocated (i) first, to AIV Holdings RTEA up to the amount of built-in gain that is allocable to AIV Holdings RTEA on Section 704(c) Property, (ii) second, among the Members other than AIV Holdings RTEA up to the amount of built-in gain that is allocable to such other Members on Section 704(c) Property and (iii) last, any remaining Excess Nonrecourse Liabilities shall be allocated among the Members pro rata in accordance with their relative Percentage Interests.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Cloud Peak Energy Inc.), Limited Liability Company Agreement (Cloud Peak Energy Inc.), Limited Liability Company Agreement (Cloud Peak Energy Inc.)
