Common use of Distributions Upon Liquidation Clause in Contracts

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a), the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 and 4.02 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 shall be made by the end of the Partnership’s Year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnership.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a)5.06(a) hereof, the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.01 and 4.02 5.02 hereof resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 5.06 shall be made by the end of the Partnership’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a5.06(a), the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.01 and 4.02 5.02 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 5.06 shall be made by the end of the Partnership’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) . For purposes of Section 4.07(a)the preceding sentence, the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.01 and 4.02 5.02 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s 's assets. (c) . Any distributions pursuant to this Section 4.07 5.06 shall be made by the end of the Partnership’s Year 's taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balancesthe provisions of Section 5.2. (b) For purposes of Section 4.07(a)5.6(a) hereof, the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.1 and 4.02 5.2 hereof resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 5.6 shall be made by the end of the Partnership’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the PartnershipCompany, after payment of, or adequate provision for, debts and obligations of the PartnershipCompany, including any Partner Member loans, any remaining assets of the Partnership Company shall be distributed to all Partners Members with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a)5.6(a) hereof, the Capital Account of each Partner Member shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.1, 5.2 and 4.02 5.3 hereof resulting from Partnership Company operations and from all sales and dispositions of all or any part of the PartnershipCompany’s assets. (c) Any distributions pursuant to this Section 4.07 5.6 shall be made by the end of the PartnershipCompany’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General PartnerManaging Member, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a), the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 and 4.02 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 shall be made by the end of the Partnershippartnership’s Year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnership.

Distributions Upon Liquidation. (a) Upon liquidation of the PartnershipCompany, after payment of, or adequate provision for, debts and obligations of the PartnershipCompany, including any Partner Member loans, any remaining assets of the Partnership Company shall be distributed to all Partners Members with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a)5.6(a) hereof, the Capital Account of each Partner Member shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.1, 5.2 and 4.02 5.3 hereof resulting from Partnership Company operations and from all sales and dispositions of all or any part of the PartnershipCompany’s assets. (c) Any distributions pursuant to this Section 4.07 5.6 shall be made by the end of the PartnershipCompany’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General PartnerBoard, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) . For purposes of Section 4.07(a)the preceding sentence, the Capital Account of each Partner shall be determined after all adjustments have been made in accordance with Section 4.01 Sections 4.4, 5.1 and 4.02 5.2 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) . Any distributions pursuant to this Section 4.07 5.6 shall be made by the end of the Partnership’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances.. CH\2141662.3 (b) For purposes of Section 4.07(a)5.06(a) hereof, the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.01 and 4.02 5.02 hereof resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 5.06 shall be made by the end of the Partnership’s Year taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a5.06(a), the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 Sections 5.01 and 4.02 5.02 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s 's assets. (c) Any distributions pursuant to this Section 4.07 5.06 shall be made by the end of the Partnership’s Year 's taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnershipobligations.

Distributions Upon Liquidation. (a) Upon liquidation of the Partnership, after payment of, or adequate provision for, debts and obligations of the Partnership, including any Partner loans, any remaining assets of the Partnership shall be distributed to all Partners with positive Capital Accounts in accordance with their respective positive Capital Account balances. (b) For purposes of Section 4.07(a), . the Capital Account of each Partner shall be determined after all adjustments made in accordance with Section 4.01 and 4.02 resulting from Partnership operations and from all sales and dispositions of all or any part of the Partnership’s assets. (c) Any distributions pursuant to this Section 4.07 shall be made by the end of the Partnership’s Year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation). To the extent deemed advisable by the General Partner, appropriate arrangements (including the use of a liquidating trust) may be made to assure that adequate funds are available to pay any contingent debts or obligations of the Partnership.