Common use of Unrealized Receivables Clause in Contracts

Unrealized Receivables. If an Interest Holder's ---------------------- Interest is reduced (provided the reduction does not result in a complete termination of the Interest Holder's Interest), the Interest Holder's share of the Company's "unrealized receivables" and "substantially appreciated inventory" (within the meaning of Code Section 751) shall not be reduced, so that, notwithstanding any other provision of this Agreement to the contrary, that portion of the Profit otherwise allocable upon a liquidation or dissolution of the Company pursuant to Section 4.4 hereof which is taxable as ordinary income (recaptured) for federal income tax purposes shall, to the extent possible without increasing the total gain to the Company or to any Interest Holder, be specially allocated among the Interest Holders in proportion to the deductions (or basis reductions treated as deductions) giving rise to such recapture.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bethlehem Steel Corp /De/)

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Unrealized Receivables. If an Interest Holder's ---------------------- Economic Interest is reduced (provided the reduction does not result in a complete termination of the Interest Holder's Interest), the Interest Holder's share of the Company's "unrealized receivables" and "substantially appreciated inventory" (within the meaning of Code IRC Section 751) shall not be reduced, so that, notwithstanding any other provision of this Agreement to the contrary, that portion of the Profit otherwise allocable upon a liquidation or dissolution of the Company pursuant to Section 4.4 hereof which is taxable as ordinary income (recaptured) for federal income tax purposes shall, to the extent possible without increasing the total gain to the Company or to any Interest Holder, be specially allocated among the Interest Holders in proportion to the deductions (or basis reductions treated as deductions) giving rise to such recapture.

Appears in 1 contract

Samples: Member Managed Operating Agreement (O Gara Co)

Unrealized Receivables. If an Interest Holdera Member's ---------------------- Interest share of Profits or capital is reduced (provided the reduction does not result in a complete termination of the Interest HolderMember's Interest), the Interest HolderMember's share of the Company's "unrealized receivables" and "substantially appreciated inventory" (within the meaning of Code Section 751751 of the Code) shall not be reduced, so that, notwithstanding any other provision of this Agreement to the contrary, that portion of the Profit otherwise allocable upon a liquidation or dissolution of the Company pursuant to Section 4.4 hereof which is taxable as ordinary income (recaptured) for federal income tax purposes shall, to the extent possible without increasing the total gain to the Company or to any Interest HolderMember, be specially allocated among the Interest Holders Members in proportion to the deductions (or basis reductions treated as deductions) giving rise to such recapture.

Appears in 1 contract

Samples: Operating Agreement (Medical Science Systems Inc)

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Unrealized Receivables. If an Interest Holder's ---------------------- ’s Economic Interest is reduced (provided the reduction does not result in a complete termination of the Interest Holder's ’s Economic Interest), the Interest Holder's ’s share of the Company's "’s “unrealized receivables" and "substantially appreciated inventory" (within the meaning of Code Section 751) shall not be reduced, so that, notwithstanding any other provision of this Agreement to the contrary, that portion of the Profit otherwise allocable upon a liquidation or dissolution of the Company pursuant to Section 4.4 hereof which is taxable as ordinary income (recaptured) for federal income tax purposes shall, to the extent possible without increasing the total gain to the Company or to any Interest Holder, be specially allocated among the Interest Holders in proportion to the deductions (or basis reductions treated as deductions) giving rise to such recapture.

Appears in 1 contract

Samples: Operating Agreement (Hunting Dog Capital Corp.)

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