Common use of Adjustment of Capital Accounts Clause in Contracts

Adjustment of Capital Accounts. After all allocations for a taxable year are made, Capital Accounts shall be adjusted by the Company to the extent necessary to comply with applicable laws, regulations and administrative pronouncements. The tax allocation provisions of this Agreement are intended to produce final Capital Account balances that are at levels (“Target Final Balances”) which permit liquidating distributions that are made in accordance with such final Capital Account balances to be equal to the distributions that would occur under Section 9 hereof if such liquidating proceeds were distributed pursuant to Section 9. To the extent that the tax allocation provisions of this Agreement would not produce the Target Final Balances, the Members agree to take such actions as are necessary to amend such tax allocation provisions to produce such Target Final Balances. Notwithstanding the other provisions of this Agreement, allocations of income, gain, loss and deduction (including items of gross income, gain, loss and deduction) shall be made prospectively as necessary to produce such Target Final Balances (and, to the extent such prospective allocations would not effect such result, the prior tax returns of the Company shall be amended to reallocate items of gross income, gain, loss and deductions to produce such Target Final Balances).

Adjustment of Capital Accounts. After all allocations for a taxable year are made, Capital Accounts shall be adjusted by the Company Partnership to the extent necessary to comply with all applicable laws, regulations and administrative pronouncements. Notwithstanding anything contained in this Agreement to the contrary, any and all distributions to the Partners to be made under Section 7.02 shall be made in the order of priority set forth in Section 5.02. The tax allocation provisions of this Agreement are intended to produce final Capital Account balances that are at levels (“"Target Final Balances”") which permit liquidating distributions that are made in accordance with such final Capital Account Accounts balances to be equal to the distributions that would occur under Section 9 hereof 5.02(a) if such liquidating proceeds were distributed pursuant to Section 95.02(a). To the extent that the tax allocation provisions of this Agreement would not produce the Target Final Balances, the Members Partners agree to take such actions as are necessary to amend such tax allocation provisions to produce such Target Final Balances. Notwithstanding the other provisions of this Agreement, allocations of income, gain, loss and deduction (including items of gross income, gain, loss and deduction) for the year in which distributions to the Partners are made under Section 7.02 shall be made prospectively as necessary to produce such Target Final Balances (and, to the extent such prospective allocations would not effect such result, at the discretion of the Managing Partner, the prior tax returns of the Company Partnership shall be amended to reallocate items of gross income, gain, loss and deductions deduction to produce such Target Final Balances).

Adjustment of Capital Accounts. After all allocations for a taxable year are made, Capital Accounts shall be adjusted by the Company Partnership to the extent necessary to comply with all applicable laws, regulations and administrative pronouncements. Notwithstanding anything contained in this Agreement to the contrary, any and all distributions to the Partners to be made under Section 7.03 shall be made in the order of priority set forth in Section 5.02. The tax allocation provisions of this Agreement are intended to produce final Capital Account balances that are at levels (“"Target Final Balances”") which permit liquidating distributions that are made in accordance with such final Capital Account Accounts balances to be equal to the distributions that would occur under Section 9 hereof 5.02(a) if such liquidating proceeds were distributed pursuant to Section 95.02(a). To the extent that the tax allocation provisions of this Agreement would not produce the Target Final Balances, the Members Partners agree to take such actions as are necessary to amend such tax allocation provisions to produce such Target Final Balances. Notwithstanding the other provisions of this Agreement, allocations of income, gain, loss and deduction (including items of gross income, gain, loss and deduction) for the year in which distributions to the Partners are made under Section 7.03 shall be made prospectively as necessary to produce such Target Final Balances (and, to the extent such prospective allocations would not effect such result, at the discretion of the Managing Partner, the prior tax returns of the Company Partnership shall be amended to reallocate items of gross income, gain, loss and deductions deduction to produce such Target Final Balances).