Common use of Varying Interests Clause in Contracts

Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s Ownership Percentage, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any method determined by a Majority Interest to be permissible under Code Section 706 and the related Treasury Regulations to take account of the Economic Members’ varying Ownership Percentages.

Appears in 4 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Sunpower Corp), Limited Liability Company Agreement (First Solar, Inc.)

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Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s Ownership Sharing Percentage, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any method determined by a Majority Interest the Class A Members in their sole discretion to be permissible under Code Section 706 and the related Treasury Regulations to take account of the Economic Members’ varying Ownership Sharing Percentages.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (American Midstream Partners, LP), Limited Liability Company Agreement, Limited Liability Company Agreement (American Midstream Partners, LP)

Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s Ownership PercentagePercentage Interest, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any method determined by a Majority Interest to be permissible the Tax Matters Member using an interim closing of the books under Code Section 706 and the related Treasury Regulations to take account of the Economic Members’ varying Ownership PercentagesPercentage Interests.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Atlas Pipeline Holdings, L.P.), Limited Liability Company Agreement (Atlas Pipeline Partners Lp)

Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day Day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s Ownership Sharing Percentage, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any reasonable method determined by a Majority Interest the Class A Members in their sole discretion to be permissible under Code Section 706 and the related Treasury Regulations to take account of the Economic Members’ varying Ownership Sharing Percentages.

Appears in 2 contracts

Samples: Contribution Agreement (Southcross Energy Partners, L.P.), Contribution Agreement (American Midstream Partners, LP)

Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s 's Ownership Percentage, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any method determined by a Majority Interest the Board to be permissible under Code Section 706 and the related Treasury Regulations to take account of the Economic Members' varying Ownership Percentages.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Quest Resource Corp)

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Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day Day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s Ownership Sharing Percentage, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any method determined by a Majority Interest the Class A Members in their sole discretion to be permissible under Code Section 706 and the related Treasury Regulations to take account of the Economic Members’ varying Ownership Sharing Percentages.

Appears in 1 contract

Samples: Limited Liability Company Agreement (American Midstream Partners, LP)

Varying Interests. All items of income, gain, loss, deduction or credit shall be allocated, and all distributions shall be made, to the Persons shown on the records of the Company to have been Economic Members as of the last calendar day of the period for which the allocation or distribution is to be made. Notwithstanding the foregoing, if during any taxable year there is a change in any Economic Member’s Ownership Percentage's Sharing Ratio, the Economic Members agree that their allocable shares of such items for the taxable year shall be determined on any method determined by a Majority Interest the Members in their sole discretion to be permissible under Code Section 706 and the related Treasury Regulations to take account of the Economic Members' varying Ownership PercentagesSharing Ratios.

Appears in 1 contract

Samples: Unit Purchase Agreement (Cheniere Energy Partners, L.P.)

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