Common use of Allocations of Net Losses Clause in Contracts

Allocations of Net Losses. After giving effect to the special allocations set forth in Sections 6.3 and 6.5 herein (and any allocations required by Section 3.6.6 herein), Net Losses for any Allocation Period shall be allocated to the Members as follows: 6.2.1 For any Allocation Period ending prior to the Class B Common Change Date: (a) to each of the Common Members (including the Class A Common Members) other than the Class B Common Members, in an amount equal to (i) the amount of Net Losses, multiplied by (ii) such Common Member’s Percentage Interest; and (b) in addition to the amount allocated to the Class A Common Members pursuant to Section 6.2.1(a), to the Class A Common Members, to be allocated among them in proportion to their Percentage Interests, in an amount equal to (i) the amount of Net Losses, multiplied by (ii) the Class B Common Members’ aggregate Percentage Interests. 6.2.2 For any Allocation Period ending after the Class B Common Change Date, to each of the Common Members in accordance with such Common Member’s Percentage Interest. 6.2.3 Notwithstanding Sections 6.2.1 and 6.2.2, an allocation of Net Losses under Section 6.2.1 or 6.2.2 hereof shall not be made to the extent it would create or increase an Adjusted Capital Account Deficit for a Member or Members at the end of any Allocation Period. Any Net Losses not allocated because of the preceding sentence shall be allocated to the other Member or Members in proportion to such Member’s or Members’ respective Percentage Interests; provided, however, that to the extent such allocation would create or increase an Adjusted Capital Account Deficit for another Member or Members at the end of any Allocation Period, such allocation shall be made to the remaining Member or Members in proportion to the respective Percentage Interests of such Member or Members.

Allocations of Net Losses. After giving effect to the special allocations set forth in Sections 6.3 and 6.5 herein (and any allocations required by Section 3.6.6 herein), Net Losses for any Allocation Period Fiscal Year, ------------------------- and upon liquidation of the Company's assets pursuant to Section 15, shall be allocated to the Members as follows: 6.2.1 For any Allocation Period ending prior to the Class B Common Change Date: (a) first, to each all of the Common Members to the extent of, and in proportion to, the cumulative Net Profits previously allocated to such Members pursuant to Section 7.2(d) (including the Class A Common Members) other than the Class B Common Members, in an amount equal less cumulative Net Losses previously allocated to (i) the amount of Net Losses, multiplied by (ii) such Common Member’s Percentage Interest; andMembers pursuant to this Section 7.3(a); (b) in addition second, to the amount Class A Member to the extent of the sum of (i) its Capital Contributions as described in clause (ii) of Section 6.1(a), plus (ii) the cumulative Net Profits allocated to the Class A Common Member pursuant to Section 7.2(c), less (iii) cumulative Net Losses previously allocated to the Class A Member pursuant to this Section 7.3(b); (c) third, to all of the Members to the extent of, and in proportion to the sums of, their respective Capital Contributions (excluding, in the case of the Class A Member, its Capital Contributions as described in clause (ii) of Section 6.1(a)), plus (ii) the cumulative Net Profits allocated to such Members pursuant to Section 6.2.1(a7.2(b), less (iii) cumulative Net Losses previously allocated to such Members pursuant to this Section 7.3(c)); and (d) thereafter, to the Class A Common Members, Member. (e) Net Losses allocated to be allocated among them in proportion to their Percentage Interests, in an amount equal to (i) the amount of Net Losses, multiplied by (ii) the Class B Common Members’ aggregate Percentage Interests. 6.2.2 For any Allocation Period ending after Member and each Class C Member pursuant to the Class B Common Change Date, to each foregoing subsections of the Common Members in accordance with such Common Member’s Percentage Interest. 6.2.3 Notwithstanding Sections 6.2.1 and 6.2.2, an allocation of Net Losses under this Section 6.2.1 or 6.2.2 hereof 7.3 shall not exceed the maximum amount that can be made so allocated without causing such Member to the extent it would create or increase have an Adjusted Capital Account Deficit for a Member or Members at the end of any Allocation PeriodFiscal Year. Any All Net Losses not allocated because in excess of the limitation ("Excess Losses") set forth in the preceding sentence shall be re-allocated to the other Member or Members in proportion to such Class A Member’s or Members’ respective Percentage Interests; provided, however, that to . In the extent such allocation would create or increase an Adjusted Capital Account Deficit for another Member or Members at the end event of any Allocation Periodsuch re-allocation of Excess Losses, subsequent allocations of Net Profits (or any item thereof) in an amount sufficient to offset the allocation of such allocation Excess Losses shall be made to the remaining Class A Member or Members in proportion prior to the respective Percentage Interests of such Member or Membersany other allocations being made pursuant to Section 7.2.

Allocations of Net Losses. After giving effect to the special allocations set forth in Sections 6.3 and 6.5 herein (and any allocations required by Section 3.6.6 herein)6.4 hereof, Net Losses for any Allocation Period with respect to each Fiscal Year beginning on or after the Tax Effective Date shall be allocated to the Members as follows: 6.2.1 For any Allocation Period ending prior First, except as provided in Section 6.2.3, Net Losses shall be allocated to the Class B Common Change Date: (a) to each of the Common Members (including the Class A Common Members) other than the Class B Common Members, in an amount equal to the excess of (ia) the amount of aggregate Net Losses, multiplied by (ii) such Common Member’s Percentage Interest; and (b) in addition to the amount Losses allocated with respect to the Class A Common Preferred Units during the Pre-Closing Sharing Period multiplied by a fraction, the numerator of which is the aggregate Percentage Interests of the Class B Members pursuant to Section 6.2.1(a)and the denominator of which is the aggregate Percentage Interests of the Class A Members, over (b) the aggregate Net Losses allocated with respect to the Class A Common MembersB Units during the Pre-Closing Sharing Period, with respect to which Net Losses have not been previously allocated pursuant to this subsection. 6.2.2 Second, except as provided in Section 6.2.3, the balance, if any, of Net Losses shall be allocated among them in proportion to their Percentage Interests, in an amount equal to (i) accordance with the amount of Net Losses, multiplied by (ii) the Class B Common Members’ aggregate Percentage Interests. 6.2.2 For any Allocation Period ending after the Class B Common Change Date, to each of the Common Members in accordance with such Common Member’s Percentage Interest. 6.2.3 Notwithstanding Sections 6.2.1 and 6.2.2, an An allocation of Net Losses under Section Sections 6.2.1 or 6.2.2 hereof shall not be made to the extent it would create or increase an Adjusted Capital Account Deficit for a Member or Members at the end of any Allocation PeriodFiscal Year if any other member has a positive Capital Account balance at such time. Any Net Losses not allocated because of the preceding sentence shall be allocated to the other Member or Members with positive Capital Account balances in proportion to such Member’s or Members’ respective Percentage Interests; provided, however, that to the extent such allocation would create or increase an Adjusted Capital Account Deficit for another Member or Members at the end of any Allocation PeriodFiscal Year, such allocation shall instead be made to the remaining Member or Members in proportion to the respective Percentage Interests of such Member or Members.

Allocations of Net Losses. (a) After giving effect to the special allocations set forth in Sections 6.3 and 6.5 herein (and any allocations required by Section 3.6.6 herein)9.3, Net Losses for any Allocation Period taxable year shall be allocated to the Members as follows: 6.2.1 For any Allocation Period ending prior to in the Class B Common Change Datefollowing manner: (ai) First, to each the extent that Net Profits have been allocated pursuant to Section 9.1(d) for prior taxable years, Net Losses shall be allocated to offset such previously allocated Net Profits allocated to such Members pursuant to Seciton 9.1(d) (pro rata among the Members in proportion to their respective shares of the Common Net Profits being offset); (ii) Next, to the extent that Net Profits have been allocated pursuant to Section 9.1(c) for prior taxable years, Net Losses shall be allocated to offset such previously allocated Net Profits allocated to such Members pursuant to Section 9.1(c) (including pro rata among the Class A Common MembersMembers in proportion to their respective share of Net Profits being offset); (iii) other than next, to the Class B Common Members, in an amount equal proportion to (i) their respective positive Capital Account balances, until the amount positive Capital Account balance of Net Losses, multiplied by (ii) such Common Member’s Percentage Interesteach Member is reduced to zero; and (biv) in addition to the amount allocated to the Class A Common Members pursuant to Section 6.2.1(a)thereafter, to the Class A Common Members, to be allocated among them Members in proportion to their Percentage Interests, in an amount equal to (i) the amount of Net Losses, multiplied by (ii) the Class B Common Members’ aggregate respective Percentage Interests. 6.2.2 For any Allocation Period ending after (b) The Net Losses allocated pursuant to Section 9.2 hereof shall not exceed the Class B Common Change Date, to each of the Common Members in accordance with such Common Member’s Percentage Interest. 6.2.3 Notwithstanding Sections 6.2.1 and 6.2.2, an allocation maximum amount of Net Losses under Section 6.2.1 or 6.2.2 hereof shall not that can be made so allocated without causing any Member to the extent it would create or increase have an Adjusted Deficit Capital Account Deficit for a Member or Members at the end of any Allocation Periodsuch year. Any All Net Losses not allocated because in excess of the preceding sentence limitations set forth in this Section 9.2(b) shall be allocated to the other Member or Members in proportion to such Member’s or Members’ their respective Percentage Interests; provided. In the event one or more, howeverbut not all, that of the Members would have Adjusted Deficit Capital Accounts as a consequence of an allocation of Net Losses pursuant to Section 9.2(b) hereof, the extent such allocation would create or increase an Adjusted Capital Account Deficit for another Member or Members at the end of any Allocation Period, such allocation limitation set forth in this Section 9.2(b) shall be made applied on a Member by Member basis so as to allocate the remaining maximum permissible Net Losses to each Member or Members in proportion to under Section 1. 704-1 (b)(2)(ii)(d) of the respective Percentage Interests of such Member or MembersTreasury Regulations.