Common use of Allocation of Taxable Income and Tax Losses from Capital Transactions Clause in Contracts

Allocation of Taxable Income and Tax Losses from Capital Transactions. Subject to the special allocations set forth in this Article XI, Taxable Income and Tax Losses from Capital Transactions shall be allocated to the Partners as follows: (i) Taxable Income from Capital Transactions shall be allocated: (a) first, to the Partners with negative Capital Accounts pro rata in such amounts as will result in the elimination of the negative Capital Accounts of such Partners; provided, however, that if Taxable Income to be allocated pursuant to this Section 11.02(i)(a) is insufficient to eliminate all negative Capital Accounts, such Taxable Income will be allocated to Partners with negative Capital Accounts in the proportion that each such Partner's negative Capital Account bears to the total of all such Negative Capital Accounts; (b) second, in the amount and to the extent necessary to increase the Partners' respective Capital Accounts to equal the amounts distributable under Sections 11.04(d), then 11.04(e), then 11.04(A)(f); (c) then, the balance, if any, of such Taxable Income shall be allocated 65.1% to the General Partner, 9.9% to the Class A Limited Partner and 25% to the Investment Partnership. (ii) Tax Losses from Capital Transactions shall be allocated: (a) first, to the extent of the respective positive balances in the Partners' Capital Accounts; and (b) any balance, 99% to the Investment Partnership and 1% to the General Partner. (iii) Notwithstanding the foregoing provisions, if Taxable Income to be allocated includes income treated as ordinary income for federal income tax purposes because such Taxable Income is attributable to the recapture of depreciation under Section 1245 or 1250 of the Code, such Taxable Income, to the extent treated as ordinary income, shall be allocated to and reported by the Partners in proportion to their accumulated depreciation allocations. The Partnership shall keep records of such allocations of depreciation to the Partners. In determining the accumulated depreciation allocations of the Partners, depreciation deductions for each taxable year shall be deemed allocated to the Partners in the same proportion as the Taxable Income or Tax Losses in that particular taxable year were allocated to the Partners.

Allocation of Taxable Income and Tax Losses from Capital Transactions. Subject to the special allocations set forth in this Article XI, Taxable Income and Tax Losses from Capital Transactions shall be allocated to the Partners as follows: (i) Taxable Income from Capital Transactions shall be allocated: (a) first, to the Partners with negative Capital Accounts pro rata in such amounts as will result in the elimination of the negative Capital Accounts of such Partners; provided, however, that if Taxable Income to be allocated pursuant to this Section 11.02(i)(a) is insufficient to eliminate all negative Capital Accounts, such Taxable Income will be allocated to Partners with negative Capital Accounts in the proportion that each such Partner's negative Capital Account bears to the total of all such Negative Capital Accounts; (b) second, in the amount and to the extent necessary to increase the Partners' respective Capital Accounts to equal the amounts distributable under Sections 11.04(d11.04 A (c) and 11.04A(d), then 11.04(e), then 11.04(A)(f); ; (c) then, the balance, if any, of such Taxable Income shall be allocated 65.175% to the General Partner, 9.9% to the Class A Limited Partner and 25% to the Investment Partnership. (ii) Tax Losses from Capital Transactions shall be allocated: (a) first, to the extent of the respective positive balances in the Partners' Capital Accounts; and (b) any balance, 99% to the Investment Partnership Limited Partner and 1% to the General Partner. (iii) Notwithstanding the foregoing provisions, if Taxable Income to be allocated includes income treated as ordinary income for federal income tax purposes because such Taxable Income is attributable to the recapture of depreciation under Section 1245 or 1250 of the Code, such Taxable Income, to the extent treated as ordinary income, shall be allocated to and reported by the Partners in proportion to their accumulated depreciation allocations. The Partnership shall keep records of such allocations of depreciation to the Partners. In determining the accumulated depreciation allocations of the Partners, depreciation deductions for each taxable year shall be deemed allocated to the Partners in the same proportion as the Taxable Income or Tax Losses in that particular taxable year were allocated to the Partners.

Allocation of Taxable Income and Tax Losses from Capital Transactions. Subject to the special allocations set forth in this Article XIXII, Taxable Income and Tax Losses from Capital Transactions shall be allocated to the Partners Members as follows: (i) Taxable Income from Capital Transactions shall be allocated: (a) first, to the Partners Members with negative Capital Accounts pro rata in such amounts as will result in the elimination of the negative Capital Accounts of such PartnersMembers; provided, however, that if Taxable Income to be allocated pursuant to this Section 11.02(i)(a12.02(i)(a) is insufficient to eliminate all negative Capital Accounts, such Taxable Income will be allocated to Partners Members with negative Capital Accounts in the proportion that each such PartnerMember's negative Capital Account bears to the total of all such Negative Capital Accounts; (b) second, in the amount and to the extent necessary to increase the PartnersMembers' respective Capital Accounts to equal the amounts distributable under Sections 11.04(d), then 11.04(e), then 11.04(A)(f12.04 A (c) and 12.04 A (e); (c) then, the balance, if any, of such Taxable Income shall be allocated 65.180% to the General Partner, 9.9% to the Class A Limited Partner Member-Manager and 2520% to the Investment PartnershipMember. (ii) Tax Losses from Capital Transactions shall be allocated: (a) first, to the extent of the respective positive balances in the PartnersMembers' Capital Accounts; and (b) any balance, 99% to the Investment Partnership Tax Members and 1% to the General PartnerMember-Manager. (iii) Notwithstanding the foregoing provisions, if Taxable Income to be allocated includes income treated as ordinary income for federal income tax purposes because such Taxable Income is attributable to the recapture of depreciation under Section 1245 or 1250 of the Code, such Taxable Income, to the extent treated as ordinary income, shall be allocated to and reported by the Partners Members in proportion to their accumulated depreciation allocations. The Partnership Company shall keep records of such allocations of depreciation to the PartnersMembers. In determining the accumulated depreciation allocations of the PartnersMembers, depreciation deductions for each taxable year shall be deemed allocated to the Partners Members in the same proportion as the Taxable Income or Tax Losses in that particular taxable year were allocated to the PartnersMembers.

Allocation of Taxable Income and Tax Losses from Capital Transactions. Subject to the special allocations set forth in this Article XI, Taxable Income and Tax Losses from Capital Transactions shall be allocated to the Partners as follows: (i) Taxable Income from Capital Transactions shall be allocated: (a) first, to the Partners with negative Capital Accounts pro rata in such amounts as will result in the elimination of the negative Capital Accounts of such Partners; provided, however, that if Taxable Income to be allocated pursuant to this Section 11.02(i)(a) is insufficient to eliminate all negative Capital Accounts, such Taxable Income will be allocated to Partners with negative Capital Accounts in the proportion that each such Partner's negative Capital Account bears to the total of all such Negative Capital Accounts; (b) second, in the amount and to the extent necessary to increase the Partners' respective Capital Accounts to equal the amounts distributable under Sections 11.04(d), then 11.04(e), then 11.04(A)(f11.04A(c); (c) then, the balance, if any, of such Taxable Income shall be allocated 65.170% to the General Partner, 9.9% to the Class A Limited Partner and 2530% to the Investment Partnership. (ii) Tax Losses from Capital Transactions shall be allocated: (a) first, to the extent of the respective positive balances in the Partners' Capital Accounts; and (b) any balance, 99% to the Investment Partnership Limited Partner and 1% to the General Partner. (iii) Notwithstanding the foregoing provisions, if Taxable Income to be allocated includes income treated as ordinary income for federal income tax purposes because such Taxable Income is attributable to the recapture of depreciation under Section 1245 or 1250 of the Code, such Taxable Income, to the extent treated as ordinary income, shall be allocated to and reported by the Partners in proportion to their accumulated depreciation allocations. The Partnership shall keep records of such allocations of depreciation to the Partners. In determining the accumulated depreciation allocations of the Partners, depreciation deductions for each taxable year shall be deemed allocated to the Partners in the same proportion as the Taxable Income or Tax Losses in that particular taxable year were allocated to the Partners.

Allocation of Taxable Income and Tax Losses from Capital Transactions. Subject to the special allocations set forth in this Article XIX, Taxable Income and Tax Losses from Capital Transactions shall be allocated to the Partners as follows: (i) Taxable Income from Capital Transactions shall be allocated: (a) first, to the Partners with negative Capital Accounts pro rata in such amounts as will result in the elimination of the negative Capital Accounts of such Partners; provided, however, that if Taxable Income to be allocated pursuant to this Section 11.02(i)(a10.2(i)(a) is insufficient to eliminate all negative Capital Accounts, such Taxable Income will be allocated to Partners with negative Capital Accounts in the proportion that each such Partner's negative Capital Account bears to the total of all such Negative Capital Accounts; (b) second, in the amount and to the extent necessary to increase the Partners' respective Capital Accounts to equal the amounts distributable under Sections 11.04(d10.3(b), then 11.04(e)clause Second, then 11.04(A)(f)Seventh, then Eighth; (c) then, the balance, if any, of such Taxable Income shall be allocated 65.150% to the General Partner, 9.9% to the Class A Limited Partner Partners and 2550% to the Investment PartnershipLimited Partner. (ii) Tax Losses from Capital Transactions shall be allocated: (a) first, to the extent of the respective positive balances in the Partners' Capital Accounts; and (b) any balance, 99% to the Investment Partnership Limited Partner and 1% to the General PartnerPartners. (iii) Notwithstanding the foregoing provisions, if Taxable Income to be allocated includes income treated as ordinary income for federal income tax purposes because such Taxable Income is attributable to the recapture of depreciation under Section 1245 or 1250 of the Code, such Taxable Income, to the extent treated as ordinary income, shall be allocated to and reported by the Partners in proportion to their accumulated depreciation allocations. The Partnership shall keep records of such allocations of depreciation to the Partners. In determining the accumulated depreciation allocations of the Partners, depreciation deductions for each taxable year shall be deemed allocated to the Partners in the same proportion as the Taxable Income or Tax Losses in that particular taxable year were allocated to the Partners.

Allocation of Taxable Income and Tax Losses from Capital Transactions. Subject to the special allocations set forth in this Article XI, Taxable Income and Tax Losses from Capital Transactions shall be allocated to the Partners as follows: (i) Taxable Income from Capital Transactions shall be allocated: (a) first, to the Partners with negative Capital Accounts pro rata in such amounts as will result in the elimination of the negative Capital Accounts of such Partners; provided, however, that if Taxable Income to be allocated pursuant to this Section 11.02(i)(a) is insufficient to eliminate all negative Capital Accounts, such Taxable Income will be allocated to Partners with negative Capital Accounts in the proportion that each such Partner's negative Capital Account bears to the total of all such Negative Capital Accounts; (b) second, in the amount and to the extent necessary to increase the Partners' respective Capital Accounts to equal the amounts distributable under Sections 11.04(d), then 11.04(e), then 11.04(A)(f11.04A(f),(g),(h) and (i); (c) then, the balance, if any, of such Taxable Income shall be allocated 65.150% to the General Partner, 9.9% to the Class A Limited Partner Partners and 2550% to the Investment Partnership. (ii) Tax Losses from Capital Transactions shall be allocated: (a) first, to the extent of the respective positive balances in the Partners' Capital Accounts; and (b) any balance, 99% to the Investment Partnership Limited Partner and 1% to the General PartnerPartners. (iii) Notwithstanding the foregoing provisions, if Taxable Income to be allocated includes income treated as ordinary income for federal income tax purposes because such Taxable Income is attributable to the recapture of depreciation under Section 1245 or 1250 of the Code, such Taxable Income, to the extent treated as ordinary income, shall be allocated to and reported by the Partners in proportion to their accumulated depreciation allocations. The Partnership shall keep records of such allocations of depreciation to the Partners. In determining the accumulated depreciation allocations of the Partners, depreciation deductions for each taxable year shall be deemed allocated to the Partners in the same proportion as the Taxable Income or Tax Losses in that particular taxable year were allocated to the Partners.