ALLOCATION AFTER ASSIGNMENT Clause Samples

ALLOCATION AFTER ASSIGNMENT. If all or any part of a Partnership Interest is Transferred or assigned in accordance with the provisions of this Agreement at any time other than at the end of a fiscal year of the Partnership, the amount, in respect of that Partnership Interest, of Partnership income, gains, losses, deductions and credits as computed both for Partnership accounting purposes and for Federal income tax purposes, shall be allocated between the transferor and the transferee in the same ratio as the number of days in that year before the date of the Transfer bears to the number of days after that transfer; PROVIDED, HOWEVER, that the amount of Partnership Net Income, Net Losses, deductions and credits arising out of: (i) the sale or other disposition of all or substantially all of the Partnership's property; or (ii) other extraordinary non- 52 recurring items, shall be allocated to whomever holds the Partnership Interest on the date such Net Income, Net Losses, deductions or credits are earned or incurred.