Transferee’s Capital Account Sample Clauses

Transferee’s Capital Account. In the event of a permitted transfer of a Company Interest as provided in this Agreement, the capital account of the transferor shall become the capital account of the transferee to the extent it relates to the transferred Company Interest.
Sample 1Sample 2Sample 3See All (8)
Transferee’s Capital Account. In the event that any Partner Transfers any Interest in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred Interest, adjusted for distributions of Available Cash and Net Liquidation Proceeds made pursuant to this Agreement and allocations of Net Profits or Net Losses as of the end of the month that includes the date of such transfer (the “Effective Date”). The books of the Partnership shall be closed in accordance with Section 706(d) of the Code and consistent therewith (a) Net Profits and Net Losses of the Partnership recognized as of the Effective Date shall be allocated among the Persons who or which were Partners prior to the Effective Date in accordance with their respective Percentage Interests prior to the Effective Date and (b) Net Profits and Net Losses recognized after the Effective Date shall be allocated among the Persons who or which were Partners after the Effective Date in accordance with their respective Percentage Interests after the Effective Date.
Sample 1Sample 2Sample 3See All (4)
Transferee’s Capital Account. In the event any Member transfers any ---------------------------- Interest in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred Interest.
Sample 1
Transferee’s Capital Account. In the event that any Member Transfers any Company Interest in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred Company Interest, adjusted for distributions of available cash made pursuant to this Agreement and allocations of income, gain, losses, deductions, credits and items thereof as of the end of the month that includes the date of such transfer (the "Effective Date"). The books of the Company shall be closed in accordance with Section 706(d) of the Code and consistent therewith (a) income, gain, losses, deductions, credits and items thereof of the Company recognized as of the Effective Date shall be allocated among the Persons who or which were Members prior to the Effective Date in accordance with their respective Percentage Interests prior to the Effective Date and (b) income, gain, losses, deductions, credits and items thereof recognized after the Effective Date shall be allocated among the Persons who or which were Members after the Effective Date in accordance with their respective Percentage Interests after the Effective Date.
Sample 1
Transferee’s Capital Account. In the event any Interest is transferred in accordance with the terms of this Agreement, the transferee succeeds to the Capital Account of the transferor to the extent such Capital Account relates to the transferred Interest as provided in Treasury Regulation ss.1.704-1(b)(2)(iv)(1). However, if the transfer causes a termination of the Company under Code ss.708(b)(1)(B), the Company's properties will, except for purposes of distributions made pursuant to Section 5, be deemed to have been distributed in liquidation of the Company to the Members (including the transferee of the Interest) and deemed recontributed by such Members and transferees in reconstitution of the Company.
Sample 1
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Transferee’s Capital Account. The transferee of all or a portion of a Member's Percentage Interest shall succeed to the Capital Account of the transferor, to the extent that it relates to the Percentage Interest transferred.
Sample 1

Related to Transferee’s Capital Account

  • Book Capital Accounts The Book Capital Account balance of each Holder shall be adjusted each day by the following amounts:

  • Deficit Capital Account Upon the dissolution of the Company, any Member having a deficit balance in its Capital Account shall contribute to the Company the amount of cash or other assets (at their fair market value) necessary to bring the balance of such Member's Capital Account to zero after taking into account all allocations required by the regulations under Section 704(b) of the Code and all distributions of cash and other assets.

  • Capital Account (a) There shall be established for each Member on the books of the Company a Capital Account in accordance with Section 704 of the Code and the Treasury Regulations promulgated thereunder.

  • Capital Contributions Capital Accounts The capital contribution of the Sole Member is set forth on Annex A attached hereto. Except as required by applicable law, the Sole Member shall not at any time be required to make additional contributions of capital to the Company. The capital accounts of the members shall be adjusted for distributions and allocations made in accordance with Section 8.

  • Deficit Capital Accounts No Member will be required to pay to the Company, to any other Member or to any third party any deficit balance that may exist from time to time in the Member’s Capital Account.

  • Negative Capital Accounts No Member shall be required to pay to any other Member or the Company any deficit or negative balance which may exist from time to time in such Member’s Capital Account (including upon and after dissolution of the Company).

  • Capital Accounts The Company will maintain a Capital Account for each Member on a cumulative basis in accordance with federal income tax accounting principles.

  • Capital Accounts of the Partners A. The Partnership shall maintain for each Partner a separate Capital Account in accordance with the rules of Regulations Section l.704-l(b)(2)(iv). Such Capital Account shall be increased by (i) the amount of all Capital Contributions and any other deemed contributions made by such Partner to the Partnership pursuant to this Agreement and (ii) all items of Partnership income and gain (including income and gain exempt from tax) computed in accordance with Section 1.B hereof and allocated to such Partner pursuant to Section 6.1 of the Agreement and Exhibit C thereof, and decreased by (x) the amount of cash or Agreed Value of all actual and deemed distributions of cash or property made to such Partner pursuant to this Agreement and (y) all items of Partnership deduction and loss computed in accordance with Section 1.B hereof and allocated to such Partner pursuant to Section 6.1 of the Agreement and Exhibit C thereof.

  • Capital Contributions; Percentage Interest The Members shall make contributions to the Company in an amount approved by the Members. No Member shall be required or permitted to make any additional contributions without the consent of all of the Members. The percentage interest of each Member in the Company shall be as set forth in the books and records of the Company, as amended from time to time by Managing Member consent.

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