Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be considered “recourse” indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to or greater than the sum of the amounts subject to a DRO of all Protected Partners and other partners in the Partnership. The deficit restoration obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to the aggregate DRO Amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation are met.
Deficit Restoration Obligation. In the event that the Partnership otherwise has sufficient recourse debt outstanding and a Protected Partner has elected to enter into a Deficit Restoration Obligation, the Partnership will maintain an amount of indebtedness of the Partnership that is considered “recourse” indebtedness (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the general partner) equal to or greater than the sum of the amounts subject to a Deficit Restoration Obligation of all Protected Partners and other partners in the Partnership. The Deficit Restoration Obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the Deficit Restoration Obligation amount of such Protected Partner for purposes of Sections 465 and 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the general partner) equal to the aggregate Deficit Restoration Obligation amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such Deficit Restoration Obligation are met.
Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be considered a Recourse Liability (taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to or greater than the sum of the amounts subject to a DRO of all Protected Partners and other partners in the Partnership (the “Aggregate DRO Amount”). The deficit restoration obligation shall be conclusively presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Section 752 of the Code, provided that (1) the Partnership maintains an amount of debt that is considered “recourse” indebtedness (determined for purposes of Section 752 of the Code and taking into account all of the facts and circumstances related to the indebtedness, the Partnership and the General Partner) equal to the aggregate DRO Amounts of all partners of the Partnership and (2) all other terms and conditions of the Partnership Agreement with respect to such deficit restoration obligation are met. For the avoidance of doubt, the purpose of this Section 3.8 is not to require the Partnership to incur or increase the amount of Recourse Liabilities, if any, to which the Protected Properties are subject, provided that the Partnership maintains in place sufficient Recourse Liabilities to cover the Aggregate DRO Amount, if any, from time to time and does not take any actions (or cause or permit such actions to be taken) that would decrease the amount of such Recourse Liabilities that are allocable to the Protected Partners under Section 752 of the Code as a result of any such DRO entered into by such Protected Partner.
Deficit Restoration Obligation. In the event a Protected Partner has elected to enter into a DRO, the Partnership will maintain an amount of indebtedness of the Partnership that would be considered “recourse” indebtedness of the Partnership at least equal to the sum of the “DRO Amounts” (as defined in the Partnership Agreement) of all Protected Partners (plus, the DRO Amounts, if any, of other partners in the Partnership). The DRO entered into by the Protected Partner pursuant to this Agreement shall be presumed for purposes of this Agreement, to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code.
Deficit Restoration Obligation. In the event that any Limited Partner hereto enters into a "deficit restoration obligation" to the Partnership pursuant to this Section 7.3, and such Limited Partner has a deficit balance in its Capital Account following the liquidation of its interest in the Partnership, as determined after taking into account all Capital Account
Deficit Restoration Obligation. The Partnership will maintain an amount of indebtedness of the Partnership that would be considered “recourse” indebtedness equal to or greater than the sum of the “DRO Amounts” (as defined in the Partnership Agreement) of all Protected Partners (plus, the DRO Amounts, if any, of other partners in the Partnership). The deficit restoration obligation shall be presumed to cause the Protected Partner to be allocated an amount of liabilities equal to the DRO Amount of such Protected Partner for purposes of Sections 465 and 752 of the Code.
Deficit Restoration Obligation. Cedar LP shall have the right to provide the Partnership with an unconditional obligation to restore the deficit balance, if any, in its Adjusted Capital Account. Cedar LP shall have the right to satisfy such obligation by contributing to the Partnership its right to receive any amounts owed to Cedar LP by any other Partner.
Deficit Restoration Obligation. If there is a deficit in a ------------------------------ Partner's Capital Account following the liquidation of such Partner's interest in the Partnership within the meaning of Regulations Section 1.704- 1(b)(2)(ii)(g), as determined after taking into account all Capital Account adjustments for the taxable year of the Partnership in which such liquidation occurs (other than those made as a result of this section), such Partner will be unconditionally obligated to restore the amount of such deficit balance by the end of such taxable year (or, if later, within ninety (90) days after the date of such liquidation), which amount shall, upon liquidation of the Partnership, be applied and distributed in accordance with Section 7.2.
Deficit Restoration Obligation. 7 Depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Deficit Restoration Obligation. If a Member has a deficit in its adjusted Capital Account following the liquidation (as defined in Treasury Regulation Section 1.704- 1(b)(2)(ii)(g), a "Liquidation") of its interest in the Company, as determined after taking into account all capital account adjustments for the Company’s taxable year during which such Liquidation occurs (other than those made pursuant to Treasury Regulation Section 1.704-1(b)(2)(ii)(b)(3)), such Member shall be unconditionally obligated to restore the amount of such deficit balance to the Company by the end of such taxable year (or, if later, within 90 days after the date of such Liquidation), which amount shall, upon liquidation of the Company, be paid to creditors of the Company or distributed to other Interest Holders in accordance with their positive Capital Account balances (in accordance with Treasury Regulation Section 1.704-1(b)(2)(ii)(b)(2)). This Section 4(a)(iv) is to be implemented prior to application of the income allocation provisions of Sections 4(a)(i) and (ii) above.
