Other Allocation Provisions Sample Clauses

Other Allocation Provisions. Certain of the foregoing provisions and the other provisions of this Agreement relating to the maintenance of Capital Accounts are intended to comply with Treasury Regulations Section 1.704-1(b) and shall be interpreted and applied in a manner consistent with such regulations. Sections 5.03, 5.04 and 5.05 may be amended at any time by the General Partner if necessary, in the opinion of tax counsel to the Partnership, to comply with such regulations or any applicable Law, so long as any such amendment does not materially change the relative economic interests of the Partners.
Other Allocation Provisions. (a) If there is a net decrease in “partnership minimum gain” (within the meaning of Regulation Section 1.704-2(d)) for a Fiscal Year, then there shall be allocated to each Member items of income and gain for that Fiscal Year equal to that Member’s share of the net decrease in partnership minimum gain (within the meaning of Regulation Section 1.704-2(g)(2)), subject to the exceptions set forth in Regulation Section 1.704-2(f)(2), (3), and (5), provided, that if the Company has any discretion as to an exception set forth pursuant to Regulation Section 1.704-2(f)(5), the Tax Matters Partner may exercise such discretion on behalf of the Company. The Tax Matters Partner shall, if the application of the minimum gain chargeback requirement would cause a distortion in the economic arrangement among the Members, ask the Commissioner to waive the minimum gain chargeback requirement pursuant to Regulation Section 1.704-2(f)(4). The foregoing is intended to be a “minimum gain chargeback” provision as described in Regulation Section 1.704-2(f) and shall be interpreted and applied in all respects in accordance with that Regulation. If during a Fiscal Year there is a net decrease in partner nonrecourse debt minimum gain (as determined in accordance with Regulation Section 1.704-2(i)(3)), then, in addition to the amounts, if any, allocated pursuant to the preceding paragraph, any Member with a share of that partner nonrecourse debt minimum gain (determined in accordance with Regulation Section 1.704-2(i)(5)) as of the beginning of the Fiscal Year shall, subject to exceptions set forth in Regulation Section 1.704-2(i)(4) (provided, that if the Company has any discretion as to an exception set forth by reference to Regulation Section 1.704-2(f)(5), the Tax Matters Partner may exercise such discretion on behalf of the Company), be allocated items of income and gain for the year (and, if necessary, for succeeding years) equal to that Member’s share of the net decrease in the partner nonrecourse minimum gain. The Tax Matters Partner shall, if the application of the partner nonrecourse debt minimum gain chargeback requirement would cause a distortion in the economic arrangement among the Members, ask the Commissioner to waive the minimum gain chargeback requirement pursuant to Regulation Sections 1.704-2(f)(4) and 1.704-2(i)(4). The foregoing is intended to be the “chargeback of partner nonrecourse debt minimum gainrequired by Regulation Section 1.704-2(i)(4) and shall be int...
Other Allocation Provisions. Any elections or decisions relating to the allocations of Company items of income, gain, loss, deduction or credit shall be made by CNL in a manner that, in CNL’s discretion, reasonably reflects the arrangement between the Members pursuant to this Agreement.
Other Allocation Provisions. Any elections or decisions relating to the allocations of Company items of income, gain, loss, deduction or credit shall be made by Member Consent.
Other Allocation Provisions. (a) For the purpose of adjusting the Capital Accounts of the Partners, and determining Net Income and Net Losses, if any property is distributed in kind to any Partner, the difference between its fair market value (as determined in the reasonable judgement of the General Partner or a liquidator, as the case may be) and its book value at the time of distribution shall be treated as gain or loss recognized by the Partnership and allocated pursuant to the provisions of Section 4.2.
Other Allocation Provisions. In the event it becomes necessary to make any other elections or decisions relating to the allocations of Company items of income, gain, loss, deduction or credit, as long as Storage (or an affiliate of Storage) is the Manager, the Manager shall call such elections or decisions to the attention of Investor and if any such matter could result in Investor (or any direct or indirect investors in Investor) being subject to tax on any income of the Company or affect the manner in which Investor (or any direct or indirect investors in Investor) is taxed on any such income, then Investor shall be entitled to make such elections or decisions in such manner as Investor determines to be necessary in order to comply with requirements of Code Section 514(c)(9)(E) and otherwise reflect the purpose and intention of this Agreement.
Other Allocation Provisions. The foregoing provisions and the other provisions of this Agreement relating to the maintenance of Capital Accounts are intended to comply with Treasury Regulations Section 1.704-1(b) and shall be interpreted and applied in a manner consistent with such regulations. Sections 8.1 to 8.6 may be amended at any time by the General Partner, if necessary, in the opinion of the General Partner, to comply with such regulations.
Other Allocation Provisions. (a) All expenditures described in Code Section 705(a)(2)(B) that are incurred by, or on behalf of, Citizens Capital and paid or otherwise reimbursed by the General Partner shall be allocated entirely to the General Partner.