Common use of Allocation of Net Capital Loss Clause in Contracts

Allocation of Net Capital Loss. After giving effect to Section 1.5 and Section 1.3 of this Exhibit, for any Fiscal Year, the items of income, expense, gain and loss of the Company comprising Net Capital Loss shall be allocated as follows: (1) First, (i) thirty-five percent (35%) to Non-Managing Member, and (ii) sixty-five percent (65%) to Managing Member, in an amount equal to the excess, if any, of (i) the cumulative Net Capital Gain allocated pursuant to Section 1.4(a)(8) of this Exhibit B for all prior Fiscal Years over (ii) the cumulative Net Capital Loss allocated pursuant to this Section 1.4(b)(1) for all prior Fiscal Years; (2) Second, to the Members, pro rata in accordance with their respective Membership Percentages in an amount equal to the excess, if any, of (i) the cumulative Net Capital Gain allocated pursuant to Section 1.4(a)(7) of this Exhibit B for all prior Fiscal Years over (ii) the cumulative Net Capital Loss allocated pursuant to this Section 1.4(b)(2) for all prior Fiscal Years; (3) Third, to the Non-Managing Member until the aggregate Net Capital Loss allocated to the Non-Managing Member pursuant to this Section 1.4(b)(3) causes the Adjusted Capital Account of the Non-Managing Member to equal the amount, which, if distributed pursuant to Section 4.2(d) of the Agreement on the date on which such allocation is being made, would cause the Non-Managing Member to receive an amount equal to its Unreturned Capital Contribution balance; (4) Fourth, to the Managing Member until the aggregate Net Capital Loss allocated to the Managing Member pursuant to this Section 1.4(b)(4) causes the Adjusted Capital Account of the Managing Member to equal the amount, which, if distributed pursuant to Section 4.2(c) of the Agreement on the date on which such allocation is being made, would cause the Managing Member to receive an amount equal to its Unreturned Capital Contribution balance; (5) Fifth, to the Non-Managing Member until the aggregate Net Capital Loss allocated to the Non-Managing Member pursuant to this Section 1.4(b)(5) causes the Adjusted Capital Account of the Non-Managing Member to equal zero; and (6) Sixth, to the Managing Member until the aggregate Net Capital Loss allocated to the Managing Member pursuant to this Section 1.4(b)(6) causes the Adjusted Capital Account of the Managing Member to equal zero.

Allocation of Net Capital Loss. After giving effect to Section 1.5 and Section 1.3 of this Exhibit, for any Fiscal Year, the items of income, expense, gain and loss of the Company comprising Net Capital Loss shall be allocated as follows: (1) First, (ix) thirty-five percent (35%) 45% to Non-Managing Member, and (iiy) sixty-five percent (65%) % to Managing Member, in an amount equal to the excess, if any, of (i) the cumulative Net Capital Gain allocated pursuant to Section 1.4(a)(8) of this Exhibit B for all prior Fiscal Years over (ii) the cumulative Net Capital Loss allocated pursuant to this Section 1.4(b)(1) of this Exhibit B for all prior Fiscal Years; (2) Second, (i) 40% to the MembersNon-Managing Member, pro rata in accordance with their respective Membership Percentages and (ii) 60% to Managing Member, in an amount equal to the excess, if any, of (i) the cumulative Net Capital Gain allocated pursuant to Section 1.4(a)(7) of this Exhibit B for all prior Fiscal Years over (ii) the cumulative Net Capital Loss allocated pursuant to this Section 1.4(b)(2) of this Exhibit B for all prior Fiscal Years; (3) Third, to the Non-Managing Member until Members, pro rata in accordance with their respective Membership Percentages in an amount equal to the aggregate excess, if any, of (i) the cumulative Net Capital Gain allocated pursuant to Section 1.4(a)(6) of this Exhibit B for all prior Fiscal Years over (ii) the cumulative Net Capital Loss allocated to the Non-Managing Member pursuant to this Section 1.4(b)(3) causes the Adjusted Capital Account of the Non-Managing Member to equal the amount, which, if distributed pursuant to Section 4.2(d) of the Agreement on the date on which such allocation is being made, would cause the Non-Managing Member to receive an amount equal to its Unreturned Capital Contribution balance;this Exhibit B for all prior Fiscal Years; and (4) FourthThereafter, to the Managing Member until the aggregate Net Capital Loss allocated to the Managing Member pursuant to this Section 1.4(b)(4) causes the Adjusted Capital Account of the Managing Member to equal the amountMembers, which, if distributed pursuant to Section 4.2(c) of the Agreement on the date on which such allocation is being made, would cause the Managing Member to receive an amount equal to its Unreturned Capital Contribution balance; (5) Fifth, to the Non-Managing Member until the aggregate Net Capital Loss allocated to the Non-Managing Member pursuant to this Section 1.4(b)(5) causes the Adjusted Capital Account of the Non-Managing Member to equal zero; and (6) Sixth, to the Managing Member until the aggregate Net Capital Loss allocated to the Managing Member pursuant to this Section 1.4(b)(6) causes the Adjusted Capital Account of the Managing Member to equal zeropro rata in accordance with their respective Membership Percentages.