Income and Capital Sample Clauses

The 'Income and Capital' clause defines how income generated and capital assets are to be treated, distributed, or managed under an agreement or trust. Typically, this clause distinguishes between regular earnings (such as interest, dividends, or rent) and the principal or original assets, specifying who is entitled to receive each and under what circumstances. For example, beneficiaries may receive income distributions periodically, while capital may be preserved or distributed at a later date. This clause ensures clarity in the allocation of financial benefits and responsibilities, preventing disputes over entitlements and maintaining the intended structure of asset management.
Income and Capital. The Trustees shall have full discretion to determine which items shall be treated as income and which items as capital; and each such determination and allocation shall be conclusive and binding upon the Shareholders.
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Income and Capital. Subject to paragraph 2 below, the Deferred Shares shall not confer on the holders thereof any entitlement to any participation in the profits or the assets of Ultramast.
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Income and Capital. (a) The Trustees may acquire: (i) wasting assets and (ii) assets which yield little or no income for investment or any other purpose. (b) The Trustees are under no duty to procure distributions from a company in which they are interested.
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Income and Capital. 3.1 Holders of Preference Shares shall be entitled to receive an amount equal to the Preference Share Entitlement in preference and priority to any assets of the Company being distributed or paid to any holders of Ordinary Shares. Additionally, if any distribution is declared and paid on any Ordinary Shares, at the same time a distribution in an equal amount per Share shall also be declared and paid on all Preference Shares on an "as converted" basis. The right to such distributions on Preference Shares shall not be cumulative and no rights shall accrue to holders of Preference Shares by reason of the fact that distributions on Ordinary Shares are not declared in any year. 3.2 The Preference Dividend shall be paid in cash, accrue on a daily basis and shall be paid on each Preference Dividend Payment Date in respect of the immediately preceding Preference Dividend Period. 3.3 The Preference Dividend shall be cumulative. Notwithstanding anything contained in this Schedule or the Articles, the Directors do not need to declare it. Any Preference Dividend shall become a debt due from and immediately payable by the Company to the holders of Preference Shares on: (a) the Preference Dividend Payment Date if such debt can lawfully arise on such date or dates; (b) otherwise as soon afterwards as such debt can lawfully arise. 3.4 If the Company fails to pay in full any Preference Dividend on the relevant Preference Dividend Payment Date: (a) on the Preference Dividend Payment Date in question the Company shall pay to the relevant holders of Preference Shares on account of the relevant Preference Dividends the maximum sum (if any) which can lawfully be paid by the Company; (b) the whole amount of any unpaid Preference Dividend shall be increased by six per cent (6%) per annum (such amount accruing on a daily basis from the relevant Preference Dividend Payment Date until the date or dates of actual payment); and (c) all arrears of Preference Dividend shall be carried forward and on each succeeding Preference Dividend Payment Date the Company shall pay on account of any outstanding balance, in the order of priority set out in Clause 3.5, such amount as can then lawfully be paid, and this procedure shall continue until such time as the relevant arrears have been paid in full. 3.5 Whenever there are arrears of Preference Dividend outstanding, any funds of the Company which are available for lawful distribution shall be applied in the following order and priority: (a) firs...
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Income and Capital. 1.6.1 The Trustees are not required to maintain a balance between income and capital. 1.6.2 The Trustees are under no duty to procure distributions from a company in which they are interested. 1.6.3 The Trustees may pay taxes and other expenses out of income although they would otherwise be paid out of capital. 1.6.4 The Trustees are under no duty to balance conflicting interests of Beneficiaries. 1.6.5 Income may be set aside and invested to meet any liabilities which in the opinion of the Trustees ought to be borne out of income or to meet depreciation of the capital value of any Trust Property.
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Income and Capital. 7.1 All monies received by the Trust shall be applied by it in making the following payments in the order set out in this clause 7. 7.2 Out of the Income the Trustee shall:
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Income and Capital. (a) The Trustees are under no duty to procure distributions from a company in which they are interested. (b) The Trustees may pay taxes and other expenses out of capital or income whether or not they would otherwise be so payable.
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Income and Capital. LPMI agrees to pay PPI its standard fees for providing cGMP processes and systems for drug development and formulation to PPI including management of facility improvements and hiring of required personnel. · BWII to provide $5 million in new capital required for the intended purchase.
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Income and Capital 
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Related to Income and Capital

  • Member and Capital Contribution The name and the business address of the Member and the amount of cash or other property contributed or to be contributed by the Member to the capital of the Company are set forth on Schedule A attached hereto and shall be listed on the books and records of the Company. The managers of the Company shall be required to update the books and records, and the aforementioned Schedule, from time to time as necessary to accurately reflect the information therein. The Member shall not be required to make any additional contributions of capital to the Company, although the Member may from time to time agree to make additional capital contributions to the Company.

  • Capital Contributions and Capital Accounts (a) The capital contributions of each party shall be all amounts paid by it pursuant to the Agreement. With respect to each oil and gas property and the related assets subject to the Agreement, each party shall be treated as having contributed to the tax partnership an amount of cash equal to such party's share of any Lease acquisition or other property costs and the tax partnership shall be treated as having purchased such property from the party to whom such amounts are paid. (b) An individual capital account shall be maintained for each party in accordance with the following: (i) The capital account of each party shall, except as otherwise provided herein, be (A) credited by the amount of cash and fair market value of any property contributed to the tax partnership (net of any liabilities assumed by the parties hereto or to which such property is subject at the time of contribution) as provided in subparagraph (a) of this paragraph 4, and (B) credited with the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such party. (ii) The capital account of each party shall be debited by (A) the amount of any item of tax deduction or loss allocated to such party, (B) such party's allocable share of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures, including any non-deductible book amortizations of capitalized costs, and (C) the amount of cash or the fair market value of any property (net of any liabilities assumed by such party or to which such property is subject at the time of distribution) distributed to such party (after making the adjustment provided in subparagraph (b)(iii) in this paragraph 4). (iii) Immediately prior to any distribution of property that is not pursuant to a liquidation of the tax partnership, the parties' capital accounts shall be adjusted by assuming that the distributed assets were sold for cash at their respective fair market values as of the date of distribution and crediting or debiting each party's capital account with its respective share of the hypothetical gains or losses resulting from such assumed sales determined in the same manner as gains or losses provided for under paragraphs 4(b)(iv) and 6 for actual sales of such properties. (iv) The allocation of basis prescribed by Section 613A(c)(7)(D) of the Code and provided for in paragraph 6 hereinbelow and each party's depletion deductions shall not reduce such party's capital account, but such party's capital account shall be decreased by an amount equal to the product of (A) the depletion deductions that would otherwise be allocable to the tax partnership in the absence of Section 613A(c)(7)(D) of the Code (computed without regard to any limitations which theoretically could apply to any party) and (B) such party's percentage share of the adjusted basis of the property with respect to which such depletion is claimed (herein called "Simulated Depletion"). The tax partnership's basis in any oil or gas property, as adjusted from time to time for Simulated Depletion, is herein called "Simulated Basis." No party's capital account shall be decreased, however, by Simulated Depletion deductions attributable to any depletable property to the extent such deductions exceed such party's remaining Simulated Basis in such property. Upon the sale or other disposition of an interest in a depletable property, each party's capital account shall be credited with the gain ("Simulated Gain") or debited with the loss ("Simulated Loss") determined by subtracting from its allocable share of the amount realized on such sale or disposition its Simulated Basis, as adjusted by Simulated Depletion. (v) Any adjustments of basis of property provided for under Sections 734 and 743 of the Code and comparable provisions of state law (resulting from an election under Section 754 of the Code or comparable provisions of state law) shall not affect the capital accounts of the parties, and the parties' capital accounts shall be debited or credited as if no such election had been made unless otherwise required by applicable Treasury Regulations. (vi) Capital accounts shall be adjusted, in a manner consistent with subparagraph (b) of this paragraph 4, to reflect any adjustments in items of income, gain, loss or deduction that result from amended returns filed by the tax partnership or pursuant to an agreement with the Internal Revenue Service or a final court decision. (vii) In the case of property contributed to the tax partnership by a party, the parties' capital accounts shall be debited or credited for items of depreciation, Simulated Depletion, amortization and gain or loss with respect to such property computed in the same manner as such items would be computed if the adjusted tax basis of such property were equal to its fair market value on the date of its contribution to the tax partnership, in lieu of the capital account adjustments provided above for such items, all in accordance with Section 704(c) of the Code and Treasury Regulation 1.704-1(b)(2)(iv)(g).

  • Company Capital No Member shall be paid interest on any Capital Contribution to the Company or on such Member’s Capital Account, and no Member shall have any right (i) to demand the return of such Member’s Capital Contribution or any other distribution from the Company (whether upon resignation or otherwise), except upon dissolution of the Company pursuant to Section 18.2 hereof or pursuant to the Share Repurchase Plan or the Repurchase Arrangement, as applicable, (ii) to cause a partition of the Company’s assets, or (iii) to own or use any particular or individual assets of the Company.

  • Subsidiaries; Capitalization (a) The Company does not own or control, directly or indirectly, any interest in any corporation, partnership, limited liability company, association or other business entity, other than the Subsidiaries of the Company set forth on Section 3.2(a) of the Company Disclosure Schedules. Each of the Company’s Subsidiaries has been duly organized and is validly existing and in good standing under the Laws of its jurisdiction of incorporation and has requisite corporate or other entity power and authority to own and operate its properties and assets, to carry own its business as presently conducted and contemplated to be conducted. Each of the Company’s Subsidiaries is presently qualified to do business as a foreign corporation or other entity in each jurisdiction in which it is required to be so qualified and is in good standing in each such jurisdiction (except where the failure to be so qualified or in good standing has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect). All shares or other equity securities of the Company’s Subsidiaries that are issued and outstanding have been duly authorized and validly issued in compliance with applicable Laws, are fully paid and nonassessable, and have not been issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or other similar right. (b) The capitalization of the Company (both as of the date of this Agreement, and the capitalization of the Company as will exist following the completion of the Restructuring) is set forth on Section 3.2(b) of the Company Disclosure Schedules. Other than such Company Shares set forth on set forth on Section 3.2(b) of the Company Disclosure Schedules, the Company is not authorized to issue any other class or series of Company Shares. (c) All Company Shares that are issued and outstanding (or that will be issued and outstanding following the completion of the Restructuring) have been (or will be) duly authorized and validly issued in compliance with applicable Laws, are (or will be) fully paid and nonassessable, and have not (or will not have) been issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or other similar right. The Company Shares have the rights, preferences, privileges and restrictions set forth in the Company Governing Documents. (d) There are no authorized or outstanding options, restricted stock, warrants or other equity appreciation, phantom equity, profit participation or similar rights for the purchase or acquisition from the Company of any Company Shares. Except as set forth on Section 3.2(d) of the Company Disclosure Schedules, and the Company Governing Documents, the Company is not a party to or subject to any agreement or understanding and there is no agreement or understanding between any Persons that affects or relates to the voting or giving of written consents with respect to any security or by a director of the Company. To the Company’s knowledge, no officer or director has made any representations or promises regarding equity incentives to any officer, employee, director or consultant of the Company that is not reflected in the issued and outstanding share and option numbers contained in this Section 3.2. (e) The only Company Shares that will be issued and outstanding immediately after the Closing will be such share(s) owned by PubCo following the consummation of the Initial Merger.

  • Risk-Based Capital In the event the Bank determines that (1) compliance with any judicial, administrative, or other governmental interpretation of any law or regulation or (2) compliance by the Bank or any corporation controlling the Bank with any guideline or request from any central bank or other governmental authority (whether or not having the force of law) has the effect of requiring an increase on the amount of capital required or expected to be maintained by the Bank or any corporation controlling the Bank, and the Bank determines that such increase is based upon its obligations hereunder, and other similar obligations, the Borrower shall pay to the Bank such additional amount as shall be certified by the Bank to be the amount allocable to the Bank's obligations to the Borrower hereunder, which amount, unless another method is required by law, shall be based on the ratio of Borrower's Loans to all other similar obligations. The Bank will notify the Borrower of any event occurring after the date of this Agreement that will entitle the Bank to compensation pursuant to this Section 2.15 as promptly as practicable after it obtains knowledge thereof and determines to request such compensation. Determinations by the Bank for purposes of this Section 2.15 of the effect of any increase in the amount of capital required to be maintained by the Bank and of the amount allocable to the Bank's obligations to the Borrower hereunder shall be conclusive, absent manifest error, provided that such determinations are made on a reasonable basis and, unless another method is required by law, shall be based on the ratio of Borrower's Loans to all loans.