Common use of Additional Provisions Regarding Capital Accounts Clause in Contracts

Additional Provisions Regarding Capital Accounts. (a) If a Partner pays any indebtedness of the Partnership, such payment shall be treated as a contribution by that Partner to the capital of the Partnership and the Capital Account of such Partner shall be increased by the amount so paid by such Partner. (b) Except as specifically provided in the Agreement, no Partner may contribute capital to, or withdraw capital from, the Partnership. (c) A loan by a Partner to the Partnership shall not be considered a contribution of money to the capital of the Partnership, and the balance of such Partner's Capital Account shall not be increased by the amount so loaned. No repayment of principal or interest on any such loan, or reimbursement made a Partner with respect to advances or other payments made by a such Partner on behalf of the Partnership or payments of fees to a Partner or Related Person to such Partner which are made by the Partnership shall be considered a return of capital or in any manner affect the balance of such Partner's Capital Account. (d) No Partner with a deficit balance in its Capital Account shall have any obligation to the Partnership, any other Partner, or any third party to restore said deficit balance; provided, however, that upon the liquidation of TP II's interest in the Partnership, if TP IX xxx a deficit balance in his Capital Account following such liquidation, as determined after taking into account all adjustments to the Capital Accounts for the taxable year during which such liquidation occurs, TP IX xxxll be required to immediately contribute cash to the Partnership in an amount equal to the lesser of (i) such deficit capital account balance or (ii) the amount of actual cash distributions to TP IX xxxing the term of the Partnership (determined without taking into account any amounts paid to any party pursuant to Section 7.6 of the Agreement). (e) No interest will be paid on any capital contributed to the Partnership or the balance in any Partner's Capital Account.

Additional Provisions Regarding Capital Accounts. (a) If a Partner pays any indebtedness of the Partnership, such payment shall be treated as a contribution by that Partner to the capital of the Partnership and the Capital Account of such Partner shall be increased by the amount so paid by such Partner. (b) Except as specifically provided in the Agreement, no Partner may contribute capital to, or withdraw capital from, the Partnership. (c) A loan by a Partner to the Partnership shall not be considered a contribution of money to the capital of the Partnership, and the balance of such Partner's Capital Account shall not be increased by the amount so loaned. No repayment of principal or interest on any such loan, or reimbursement made a Partner with respect to advances or other payments made by a such Partner on behalf of the Partnership or payments of fees to a Partner or Related Person to such Partner which are made by the Partnership shall be considered a return of capital or in any manner affect the balance of such Partner's Capital Account. (d) No Partner with a deficit balance in its Capital Account shall have any obligation to the Partnership, any other Partner, or any third party to restore said deficit balance; provided, however, that upon the liquidation of TP IIIV's interest in the Partnership, if TP IX xxx a deficit balance in his Capital Account following such liquidation, as determined after taking into account all adjustments to the Capital Accounts for the taxable year during which such liquidation occurs, TP IX xxxll be required to immediately contribute cash to the Partnership in an amount equal to the lesser of (i) such deficit capital account balance or (ii) the amount of actual cash distributions to TP IX xxxing the term of the Partnership (determined without taking into account any amounts paid to any party pursuant to Section 7.6 of the Agreement). (e) No interest will be paid on any capital contributed to the Partnership or the balance in any Partner's Capital Account.

Additional Provisions Regarding Capital Accounts. (a) If a Partner pays any indebtedness of the Partnership, such payment shall be treated as a contribution by that Partner to the capital of the Partnership and the Capital Account of such Partner shall be increased by the amount so paid by such Partner. (b) Except as specifically provided in the Agreement, no Partner may contribute capital to, or withdraw capital from, the Partnership. (c) A loan by a Partner to the Partnership shall not be considered a contribution of money to the capital of the Partnership, and the balance of such Partner's Capital Account shall not be increased by the amount so loaned. No repayment of principal or interest on any such loan, or reimbursement made a Partner with respect to advances or other payments made by a such Partner on behalf of the Partnership or payments of fees to a Partner or Related Person to such Partner which are made by the Partnership shall be considered a return of capital or in any manner affect the balance of such Partner's Capital Account. (d) No Partner with a deficit balance in its Capital Account shall have any obligation to the Partnership, any other Partner, or any third party to restore said deficit balance; provided. Notwithstanding any other provision of this Agreement to the contrary, howeverupon liquidation of a Partner's partnership interest (whether or not in connection with a liquidation of the Partnership), that no Partner shall have any liability to restore any deficit in its Capital Account except for, upon the liquidation of TP IITSL's interest in the Partnership, if TP IX xxx TSL has a deficit balance in his its Capital Account following such liquidation, as determined after taking into account all adjustments to the Capital Accounts for the taxable year during which such liquidation occurs, TP IX xxxll TSL shall be required to immediately contribute cash to the Partnership in an amount equal to the lesser of (i) such deficit capital account balance or (ii) the amount of actual cash distributions to TP IX xxxing TSL during the term of the Partnership (determined without taking into account any amounts paid to any party pursuant to Section 7.6 7.10 of the Agreement). In addition, no allocation to any Partner of any loss, whether attributable to depreciation or otherwise, shall create any asset of or obligation to the Partnership, even if such allocation reduces a Partner's Capital Account or creates or increases a deficit in such Partner's Capital Account; it is also the intent of the Partners that no Partner shall be obligated to pay any such amount to or for the account of the Partnership or any creditor of the Partnership. (e) No interest will be paid on any capital contributed to the Partnership or the balance in any Partner's Capital Account.

Additional Provisions Regarding Capital Accounts. (a) If a Partner pays any indebtedness of the Partnership, such payment shall be treated as a contribution by that Partner to the capital of the Partnership and the Capital Account of such Partner shall be increased by the amount so paid by such Partner. (b) Except as specifically provided in the Agreement, no Partner may contribute capital to, or withdraw capital from, the Partnership. (c) A loan by a Partner to the Partnership shall not be considered a contribution of money to the capital of the Partnership, and the balance of such Partner's Capital Account shall not be increased by the amount so loaned. No repayment of principal or interest on any such loan, or reimbursement made a Partner with respect to advances or other payments made by a such Partner on behalf of the Partnership or payments of fees to a Partner or Related Person to such Partner which are made by the Partnership shall be considered a return of capital or in any manner affect the balance of such Partner's Capital Account. (d) No Partner with a deficit balance in its Capital Account shall have any obligation to the Partnership, any other Partner, or any third party to restore said deficit balance; provided, however, that upon the liquidation of TP IIIII's interest in the Partnership, if TP IX xxx III has a deficit balance in his Capital Account following such liquidation, as determined after taking into account all adjustments to the Capital Accounts for the taxable year during which such liquidation occurs, TP IX xxxll III shall be required to immediately contribute cash to the Partnership in an amount equal to the lesser of (i) such deficit capital account balance or (ii) the amount of actual cash distributions to TP IX xxxing III during the term of the Partnership (determined without taking into account any amounts paid to any party pursuant to Section 7.6 of the Agreement). (e) No interest will be paid on any capital contributed to the Partnership or the balance in any Partner's Capital Account.