Common use of Deemed Distribution and Recontribution Clause in Contracts

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XI, in the event the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Dissolution Event has occurred, the Property shall not be liquidated, the Company's debts and other liabilities shall not be paid or discharged, and the Company's affairs shall not be wound up. Instead, solely for federal income tax purposes, the Company shall be deemed to have distributed the property in-kind to the Unit Holders, who shall be deemed to have taken subject to all debts of the Company and other liabilities all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders shall be deemed to have recontributed the property in-kind to the Company, which shall be deemed to have taken subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XI13, in the event that the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g1(b) (2)(ii)(g), but no Dissolution Liquidating Event has occurred, the Company’s Property shall not be liquidated, the Company's debts and other ’s liabilities shall not be paid or discharged, discharged and the Company's ’s affairs shall not be wound up. Instead, solely for federal and state income tax purposes, the Company shall be deemed to have distributed the property in-its assets in kind to the Unit HoldersMembers, who shall be deemed to have assumed and taken such assets subject to all debts of the Company and other liabilities liabilities, all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property in-Company assets in kind to the Company, which shall be deemed to have assumed and taken such assets subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XIXV, in the event the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) ), but no Event of Dissolution Event has occurred, the Property Company’s assets shall not be liquidated, the Company's debts and other ’s liabilities shall not be paid or discharged, and the Company's ’s affairs shall not be wound up. Instead, solely for U.S. federal income tax purposes, the Company shall be deemed to have distributed the property in-its assets in kind to the Unit HoldersMembers, who shall be deemed to have taken such assets subject to all debts liabilities of the Company and other liabilities all in accordance with their respective Capital AccountsCompany. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property in-assets in kind to the Company, which shall be deemed to have taken the assets subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XI13, in the event ---------- that the Company is liquidated within the meaning of Regulations Section 1.704-1.704- 1(b)(2)(ii)(g) ), but no Dissolution Liquidating Event has occurred, the Company's Property shall not be liquidated, the Company's debts and other liabilities shall not be paid or discharged, discharged and the Company's affairs shall not be wound up. Instead, solely for federal and state income tax purposes, the Company shall be deemed to have distributed the property in-its assets in kind to the Unit HoldersMembers, who shall be deemed to have assumed and taken such assets subject to all debts of the Company and other liabilities liabilities, all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property in-Company assets in kind to the Company, which shall be deemed to have assumed and taken such assets subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XI13, in the event that the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g1(b) (2)(ii)(g), but no Dissolution Liquidating Event has occurred, the Company's Property shall not be liquidated, the Company's debts and other liabilities shall not be paid or discharged, discharged and the Company's affairs shall not be wound up. Instead, solely for federal and state income tax purposes, the Company shall be deemed to have distributed the property in-its assets in kind to the Unit HoldersMembers, who shall be deemed to have assumed and taken such assets subject to all debts of the Company and other liabilities liabilities, all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property in-Company assets in kind to the Company, which shall be deemed to have assumed and taken such assets subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XIXIII (but subject to Section 13.3), in the event the Company is liquidated within the meaning of Regulations Regulation Section 1.704-1(b)(2)(ii)(gl(b)(2)(ii)(g) but if no Event of Dissolution Event has occurred, the Property Company's property shall not be liquidated, the Company's debts and other liabilities shall not be paid or discharged, and the Company's affairs shall not be wound up. Instead, solely for federal income tax purposes, Instead the Company shall be deemed to have distributed the property in-Property in kind to the Unit HoldersMembers, who shall be deemed to have assumed and taken such property subject to all debts of the Company and other liabilities liabilities, all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the Company property in-in kind to the Company, which shall be deemed to have have, assumed and taken such property subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XIXIII (but subject to Section 13.2(b)), in the event the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Event of Dissolution Event has occurred, the Property Company's property shall not be liquidated, the Company's debts and other liabilities shall not be paid or discharged, and the Company's affairs shall not be wound up. Instead, solely for federal income tax purposes, the Company shall be deemed to have distributed the property in-Property in kind to the Unit HoldersMembers, who shall be deemed to have assumed and taken such property subject to all debts of the Company and other liabilities liabilities, all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the Company property in-in kind to the Company, which shall be deemed to have assumed and taken such property subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any -------------------------------------- other provision provisions of this Article XIX, in the event the Company is liquidated --------- within the meaning of Treasury Regulations Section 1.704-1(b)(2)(ii)(g) but no Dissolution Liquidating Event has occurred, the Property shall not be liquidated, the Company's debts and other liabilities shall not be paid or discharged, and the Company's affairs shall not be wound up. Instead, solely for federal income tax purposes, the Company shall be deemed to have distributed the property in-Property in kind to the Unit HoldersMembers, who shall be deemed to have assumed and taken subject to all debts of the Company and other liabilities liabilities, all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property in-Property in kind to the Company, which shall be deemed to have assumed and taken subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XI11, in the event the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Dissolution Event has occurred, the Property Company Assets shall not be liquidated, the Company's debts Debts and other liabilities shall not be paid or discharged, and the Company's ’s affairs shall not be wound up. Instead, solely for federal income tax purposes, the Company shall be deemed to have distributed the property in-Company Assets in kind to the Unit HoldersMembers, who shall be deemed to have taken subject to all debts Debts of the Company and other liabilities all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property in-Company Assets in kind to the Company, which shall be deemed to have taken subject to all such liabilities.

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XISection 12, in the event the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g1. 704- 1 (b)(2)(ii)(g) but no Dissolution Event has occurred, the Property shall not be liquidated, the Company's debts Debts and other liabilities shall not be paid or discharged, and the Company's affairs shall not be wound up. Instead, solely for federal income tax purposes, the Company shall be deemed to have distributed the property Property in-kind to the Unit HoldersMembers, who shall be deemed to have taken subject to all debts Debts of the Company and other liabilities all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property Property in-kind to the Company, which shall be deemed to have taken subject to all such liabilities.. 12.5

Deemed Distribution and Recontribution. Notwithstanding any other provision of this Article XISection 12, in the event the Company is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Dissolution Event has occurred, the Property shall not be liquidated, the Company's debts ’s Debts and other liabilities shall not be paid or discharged, and the Company's ’s affairs shall not be wound up. Instead, solely for federal income tax purposes, the Company shall be deemed to have distributed the property Property in-kind to the Unit HoldersMembers, who shall be deemed to have taken subject to all debts Debts of the Company and other liabilities all in accordance with their respective Capital Accounts. Immediately thereafter, the Unit Holders Members shall be deemed to have recontributed the property Property in-kind to the Company, which shall be deemed to have taken subject to all such liabilities.