Memorandum Accounts Sample Clauses

Memorandum Accounts. (i) In the event that the General Partner determines that, based upon tax or regulatory considerations, or for any other reasons as to which the General Partner and any Partner agree, such Partner should not participate (or should be limited in its participation) in the Net Capital Appreciation and Net Capital Depreciation, if any, attributable to any digital asset, type of digital asset or any other transaction , the General Partner may allocate such Net Capital Appreciation or Net Capital Depreciation only to the Capital Accounts of Partners to which such considerations or reasons do not apply (or may allocate to the Partner to which such considerations or reasons apply, the portion of such Net Capital Appreciation or Net Capital Depreciation attributable to such Partner's limited participation in such digital asset, type of digital asset or other transaction). If any of the considerations or reasons described above apply, then the General Partner may establish a separate Memorandum Account in which only the Partners having an interest in such digital asset, type of digital asset or transaction have an interest (any such Partner having such an interest, an "Unrestricted Partner") and the Net Capital Appreciation and Net Capital Depreciation for each such Memorandum Account shall be separately calculated.
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Memorandum Accounts. The Partnership shall establish and maintain a memorandum account (“Memorandum Account”), separate and independent from the Capital Accounts referred to in Section 3.2 and Section 3.10 above, for each Partner, to which it shall credit and charge amounts for each Partner in accordance with the provisions of this Section 3.13. The Memorandum Account for the TPG Partners (shared in proportion to their respective Percentage Interests) shall initially equal the amount of the Current Net Assets of the Partnership as of the Restatement Date, which is deemed to be the property of the TPG Partners held for their account by the Partnership. From time to time, upon payment of Partnership obligations (such as taxes and insurance) using Restricted Cash or upon a release to the Partnership of the Restricted Cash by the lender for any other reason (herein, a “Restricted Cash Payment”), BDN shall contribute to the Partnership its proportionate share of such Restricted Cash Payment (based on its Percentage Interest) and such contribution shall be credited to the Memorandum Account for BDN (which contribution shall be in addition to the BDN Required Additional Capital Contributions). The General Partner shall give BDN notice of each such contribution required by BDN hereunder at least ten (10) Business Days prior to the required date of funding of such contribution, and such notice shall specify the Partnership obligation paid (if applicable) with Restricted Cash, the date paid and the amount of the Restricted Cash Payment. BDN shall contribute its proportionate share of the Restricted Cash Payment by wire transfer to the Partnership Bank Account on or before the 10th Business Day after such notice from the General Partner or such later date specified in the notice. The Memorandum Account for the TPG Partners shall be charged with (a) their respective proportionate share (based on their Percentage Interests) of each Restricted Cash Payment, and (b) distributions of Net Cash Flow and Net Capital Proceeds to the TPG Partners pursuant to Section 4.5. The Memorandum Account for BDN shall be charged with its proportionate share (based on its Percentage Interest) of each Restricted Cash Payment. No preferred or any other return shall accrue or be paid with respect to the Memorandum Accounts, including, without limitation, any BDN Preferred Return or TPG Partners Preferred Return. The provisions of Section 3.5 above shall apply with respect to any failure by BDN to contribute unde...
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Memorandum Accounts. (i) In the event that the General Partner determines that, based upon tax or regulatory considerations, or for any other reasons as to which the General Partner, any Partner and Feeder Fund Investor, as applicable, agree, a Capital Account or Series Capital Account should not participate (or should be limited in its participation) in the Net Capital Appreciation and Net Capital Depreciation, if any, attributable to any digital asset, type of‌ digital asset or any other transaction, the General Partner may allocate such Net Capital Appreciation or Net Capital Depreciation only to the Capital Accounts or Series Capital Accounts to which such considerations or reasons do not apply (or may allocate to the Capital Account or Series Capital Account to which such considerations or reasons apply, the portion of such Net Capital Appreciation or Net Capital Depreciation attributable to such Capital Account’s or Series Capital Account’s limited participation in such digital asset, type of digital asset or other transaction). If any of the considerations or reasons described above apply, then the General Partner may establish a separate Memorandum Account in which only the Capital Accounts or Series Capital Accounts having an interest in such digital asset, type of digital asset or transaction have an interest (any such Capital Account or Series Capital Account having such an interest, an “Unrestricted Capital Account”) and the Net Capital Appreciation and Net Capital Depreciation for each such Memorandum Account shall be separately calculated.
Sample 1
Memorandum Accounts. The Company shall maintain for each Member which is not a Tax-Exempt Member a Memorandum Account to which shall be credited the excess, if any, of the Member's Tax Distribution Amount for the Company's fiscal year over its Final Current Tax Amount for the fiscal year, and to which shall be debited the sum of: (i) the excess, if any, of the Member's Final Current Tax Amount for the fiscal year over the Member's Tax Distribution Amount for the fiscal year; and (ii) the amount of all prior tax adjustment distributions determined under Section 6.2(b) above. In the event of a Transfer of all or a portion of the Member Interest of a Member with a positive Memorandum Account balance, the Transferee shall succeed to all or a proportionate share of such Memorandum Account. (d)
Sample 1

Related to Memorandum Accounts

  • Separate Accounts The trustee shall maintain within the trust fund a separate account for each Agricultural Contractor that signs the trust agreement to hold deposits made pursuant to this article.

  • Cash Accounts The Custodian will open and maintain in the name of the Client one or more cash deposit accounts (each a “Cash Account”) in such currencies as may be required in connection with the investment activity of the Client.

  • Set Up Accounts (a) Bank shall establish and maintain the following accounts ("Accounts"):

  • Subaccounts The Separate Account is divided into Subaccounts which invest in shares of mutual funds. Each Subaccount may invest its assets in a separate class or series of a designated mutual fund or funds. The Subaccounts are shown on page 3. Subject to the regulatory requirements then in force, SBL reserves the right to:

  • Business Accounts If you are a business, any authorized user of your business is authorized on such terms, conditions, and agreements as we may require to: • enter into this Agreement, as amended from time to time; • access each account of yours in any manner and for any purpose available through the Service, whether now available or available at some time in the future; and • use any Online banking service in any manner and for any purpose available through the Service, whether now available or available at some time in the future.

  • Other Accounts On the date of withdrawal of any Deposit, the Escrow Agent, or the Pass Through Trustee on behalf of the Escrow Agent, shall be entitled to re-deposit with the Depositary any portion thereof and the Depositary shall accept the same for deposit hereunder. Any sums so received for deposit shall be established as a new Deposit and credited to a new Account, all as more fully provided in Section 2.1 hereof, and thereafter the provisions of this Agreement shall apply thereto as fully and with the same force and effect as if such Deposit had been established on the Deposit Date except that (i) such Deposit may not be withdrawn prior to the date seven days after the establishment thereof and (ii) such Deposit shall mature on June 15, 2000 (as such date may be extended from time to time to the fifteenth day after the Delivery Period Termination Date) and bear interest as provided in Section 2.2. The Depositary shall promptly give notice to the Escrow Agent of the account number assigned to any such re-deposit.

  • Primary Accounts Borrower will maintain its primary depository and operating accounts with Bank.

  • Individual Accounts An individual account is an account owned by one depositor including any individual, corporation, partnership, trust, or other organization qualified for Credit Union membership. If the account is an individual account, the interest of a deceased individual owner will pass, subject to applicable law, to the decedent’s estate or payable on death (“POD”) beneficiary, if applicable.

  • Intercompany Accounts (a) All intercompany receivables other than Intercompany Trade Receivables (the “Other Intercompany Receivables”) and all intercompany payables and loans other than Intercompany Trade Payables and other than intercompany loans within a Group (the “Other Intercompany Payables and Loans”) shall be satisfied and/or settled in full in cash and/or otherwise canceled and terminated or extinguished (in each case with no further liability or obligation) prior to the Effective Time or treated as specifically provided for under this Agreement, under any Ancillary Agreement or under any Continuing Arrangements as set forth on Schedule 1.1(48), as applicable, including, where applicable, continuing to be outstanding as an obligation of the relevant Party (or the relevant member of such Party’s Group).

  • Management Accounts The Management Accounts:

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