Allocation of Income and Gain. Subject to Section 5.2(e) and Sections 5.4 and 5.5 hereof, all items of Partnership income and gain shall be allocated among the Partners' Capital Accounts at the end of every month as follows:
(i) first, items of income and gain shall be allocated to the General Partner in an amount equal to the Free Cash Flow (net of Free Cash Flow Expenditures) for such month multiplied by a fraction, the numerator of which is the number of Partnership Points held by the General Partner for such month, and the denominator of which is the total number of Vested Partnership Points outstanding for such month;
(ii) second, the General Partner shall be allocated items of income and gain until the General Partner has been allocated cumulative income and gain equal to the cumulative amount of losses and deductions allocated to the General Partner under Section 5.2(d)(iii);
(iii) third, items of income and gain shall be allocated among all Limited Partners in accordance with (and in proportion to) each Limited Partner's respective number of Vested Partnership Points for such month, until the aggregate amount of such items allocated to the Partners pursuant to Section 5.2(c)(i) and this Section 5.2(c)(iii) for such month equals the aggregate amount of Free Cash Flow for such month; and
(iv) fourth, all remaining items of Partnership income and gain for such month shall be allocated among the Limited Partners in proportion to each Limited Partner's respective number of Vested Partnership Points for such month.
Allocation of Income and Gain. Subject to Section 5.2(e) and Sections 5.4 and 5.5 hereof, all items of Partnership income and gain shall be allocated among the Partners' Capital Accounts at the end of every month as follows: ****************[The remainder of this subsection and the following 3 subsections (approximately 1 2/3 pages in the aggregate) have been omitted pursuant to the confidential treatment request referred to on the cover page hereto. The omitted portions have been filed separately with the Commission.]*************** 26 31
Allocation of Income and Gain. All Trust items of income and gain (which shall include income recognized by the Trust pursuant to the Assignments, income from the sale of Oil and Gas, gain recognized from the Transfer of Trust assets and interest income) shall be allocated and credited to the Holders as follows:
(i) All net amounts realized (i.e., amounts realized less costs and expenses of Transfer) resulting from the Transfer of a Depletable Property shall be allocated to the Holders, pro rata, in proportion to each such Holder's Book Basis in such property up to an amount equal to the aggregate Book Bases of all Holders in such property at the time of such sale. Any amount realized from any such sale or disposition that exceeds the aggregate Book Bases of all Holders in such property shall be allocated to the Holders in a manner to cause, to the maximum extent possible, the total amount realized allocated to each Holder under this Section 6.2(b)(i) to equal such Holder's Sharing Ratio of the proceeds from the Transfer of such Depletable Property.
(ii) All gross income attributable to the sales of Oil and Gas derived from Additional Recompletions shall be allocated to the Holders in accordance with their Post-Payout Sharing Ratios without regard to whether or not Payout has occurred.
(iii) All gross income attributable to the sales of Oil and Gas derived from Additional Properties shall be allocated to the Holders in accordance with their Pre-Payout Sharing Ratios without regard to whether or not Payout has occurred.
(iv) All other items of income of the Trust not specifically allocated above shall be allocated to the Holders, pro rata, in accordance with their applicable Sharing Ratios, provided, however, if a Holder makes a Funding Transfer required by clauses (y) or (z) of Section 6.5(b), all items of gross income derived from the sale of Oil and Gas (including items of gross income allocated in clauses (ii) and (iii) above) otherwise allocable to such Holder shall instead be allocated to the other Holders in accordance with their respective Sharing Ratios until the total amount of such gross income reallocated to such other Holders equals the amount of the Funding Transfer.
