Common use of Allocations of Losses Clause in Contracts

Allocations of Losses. Subject to the limitation of Section 3.4(c), Loss for any Fiscal Year shall be allocated among the Partners in proportion to their respective Points as of the close of such Fiscal Year (determined immediately prior to any forfeiture pursuant to Section 7.1(c)); provided that, if a Loss is recognized by the Partnership for a Fiscal Year that is attributable to a Portfolio Investment that gave rise to a Profit in a prior Fiscal Year that was allocated to a Partner, including for this purpose, a former Partner (a “Prior Profit Allocation”), then such Loss shall be allocated, in the reasonable discretion of the General Partner, among the Partners and such former Partners who received the Prior Profit Allocation in a proportion that takes any into account the Points that the former Partners had been assigned at the time such Prior Profit Allocation was made to the Partners, but only up to the amount of such Prior Profit Allocation. (c) To the extent that the allocations of Loss contemplated by Section 3.4(b) would cause the Capital Account of any Limited Partner to be less than zero, such Loss shall to that extent instead be allocated to and debited against the Capital Account of the General Partner. Following any such adjustment pursuant to Section 3.4(c) with respect to any Limited Partner, any Profit for any subsequent Fiscal Year which would otherwise be credited to the Capital Account of such Limited Partner pursuant to Section 3.4(a) shall instead be credited to the Capital Account of the General Partner until the cumulative amounts so credited to the Capital Account of the General Partner with respect to such Limited Partner pursuant to Section 3.4(c) is equal to the cumulative amount debited against the Capital Account of the General Partner with respect to such Limited Partner pursuant to Section 3.4(c). (d) Special Allocations (i)

Allocations of Losses. Subject to the limitation of Section 3.4(c), FC Loss for any Fiscal Year shall be allocated among the Partners in proportion to their respective FC Shares as of the close of such Fiscal Year, and Operating Loss for any Fiscal Year shall be allocated among the Partners in proportion to their respective Points as of the close of such Fiscal Year (determined immediately prior to any forfeiture pursuant to Section 7.1(c))Year; provided that, if a an Operating Loss is recognized by the Partnership for a Fiscal Year that is attributable to a Portfolio Investment that gave rise to a an Operating Profit in a prior Fiscal Year that previously was allocated to a Partner, including including, for this purpose, a former Partner (a “Prior Profit Allocation”), then such Operating Loss shall be allocated, in the reasonable discretion of the General Partner, among the Partners and such former Partners who received the Prior Profit Allocation in a proportion that takes any into account the Points that the former Partners had been assigned at the time such Prior Profit Allocation was made to the Partners, but only up to the amount of such Prior Profit Allocation. (c) To the extent that the allocations of FC Loss or Operating Loss contemplated by Section 3.4(b) would cause the Capital Account of any Limited Partner to be less than zero, such FC Loss or Operating Loss shall to that extent instead be allocated to and debited against the Capital Account of the General Partner. Following any such adjustment pursuant to Section 3.4(c) with respect to any Limited Partner, any FC Profit or Operating Profit for any subsequent Fiscal Year which would otherwise be credited to the Capital Account of such Limited Partner pursuant to Section 3.4(a) shall instead be credited to the Capital Account of the General Partner until the cumulative amounts so credited to the Capital Account of the General Partner with respect to such Limited Partner pursuant to Section 3.4(c) is equal to the cumulative amount debited against the Capital Account of the General Partner with respect to such Limited Partner pursuant to Section 3.4(c). (d) Special Allocations (i)Each Limited Partner’s rights and entitlements as a Limited Partner are limited to the rights to receive allocations and distributions of FC Profit and Operating Profit expressly