Common use of Limitation on Allocation of Net Loss Clause in Contracts

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common in Common-Equivalent Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership in Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerLLC Units, subject to the limitations of this Section 6.4.A(vi6.3.A(5).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership in Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(viParagraph 6.3(A)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderHolder of Partnership Common Units, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3(c)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Membership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Membership Units, as determined by the General PartnerManaging Member, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderHolder of Partnership Common Units, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss) would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss (or items of loss) shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Units, as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi5.3(b)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderHolder of Partnership Units, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Units, as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss Losses or other items of loss or deduction would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi)hereof.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership in Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.B(vi); provided that in the event such allocation would result in all Partners having an Adjusted Capital Account Deficit such Net Loss shall be allocated to the General Partner.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderHolder of Partnership Units, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.B(f).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.4(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi)Capital Account balances.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Membership Units as determined by the General PartnerManaging Member, subject to the limitations of this Section 6.4.A(vi6.4(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(6).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerSection 6.2.B.2, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any ------------------------------------ allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.C(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss) would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss (or items of loss) shall be reallocated (x) first, among the other Holders of Partnership Class A Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Units, as determined by the General PartnerPartner (with the approval of the Original Limited Partner Representative), subject to the limitations of this Section 6.4.A(vi5.2(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).Partners

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss) would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss (or items of loss) shall be reallocated (x) first, among the other Holders of Partnership Company Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Company Units, as determined by the General PartnerManaging Member, subject to the limitations of this Section 6.4.A(vi5.3(b)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as a manner determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(6).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerBoard, subject to the limitations of this Section 6.4.A(vi6.3.A(6).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect the positive balances in such Members’ Capital Accounts so as to Partnership Common Units and (y) thereafter, among allocate the Holders of other classes of Partnership Units as determined by the General Partner, subject maximum permissible Net Losses to the limitations of this each Member under Regulations Section 6.4.A(vi1.704-1(b)(2)(ii)(d).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3(A)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders percentage shares of other classes of Partnership Units as determined by the General PartnerNet Loss absent such re-allocation, subject to the limitations of this Section 6.4.A(vi6.3(b)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Company Common Units and OPEUs in accordance with their respective Percentage Interests with respect to Partnership Company Common Units and OPEUs and (y) thereafter, among the Holders of other classes of Partnership Company Units as determined by the General PartnerManaging Member, subject to the limitations of this Section 6.4.A(vi6.4(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerLLC Units, subject to the limitations of this Section 6.4.A(vi6.3A.(5).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss) would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss (or items of loss) shall be reallocated (xA) first, among the other Holders of Partnership Company Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (yB) thereafter, among the Holders of other classes of Partnership Units Company Units, as determined by the General PartnerManaging Member, subject to the limitations of this Section 6.4.A(vi5.3(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderHolder of Partnership Units, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3B(6).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect the positive balances in such Partners’ Capital Accounts so as to Partnership Common Units and (y) thereafter, among allocate the Holders of other classes of Partnership Units as determined by the General Partnermaximum permissible Losses to each Partner under Regulations Section 1.704-1(b)(2)(ii)(d), subject to the limitations of this Section 6.4.A(vi4.3(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any ------------------------------------ allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerLLC Units, subject to the limitations of this Section 6.4.A(vi6.3.A(5).

Limitation on Allocation of Net Loss. To the extent that any ------------------------------------ allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderUnitholder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Unitholders in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi)Units.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).6.3.F. 37

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss or deduction) would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss (or items of loss or deduction) shall be reallocated (x) first, among to the other Holders holders of Partnership Common Class A Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerCompany, subject to the limitations of this Section 6.4.A(vi6.1(b)(vii).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Units, as determined by the General PartnerManager, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect the positive balances in such Members’ Capital Accounts so as to Partnership Common Units and (y) thereafter, among allocate the Holders of other classes of Partnership Units as determined by the General Partner, subject maximum permissible Net Losses to the limitations of this each member under Regulations Section 6.4.A(vi1.704-1(b)(2)(ii)(d).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss Losses or other items of loss or deduction would cause or increase an Adjusted Capital Account Deficit as to any Holdereither Member, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi)hereof.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.A(5).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).in

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).6.3.F.

Limitation on Allocation of Net Loss. To the extent that ------------------------------------ any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.B(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss or Depreciation would cause or increase an a deficit in the Adjusted Capital Account Deficit as to of any HolderUnitholder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Unitholders in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.A(6).

Limitation on Allocation of Net Loss. To the extent that any ------------------------------------ allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership in Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3.A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.2.B(6).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss or deduction) would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss (or items of loss or deduction) shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Units, as determined by the Managing General Partner, subject to the limitations of this Section 6.4.A(vi6.3(b)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss or deduction) would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss (or items of loss or deduction) shall be reallocated (x) first, among to the other Holders holders of Partnership Common Class B-1 Units in accordance with proportion to their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi2.2(b)(vii).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss Losses or other items of loss or deduction would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Tranche II Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi)hereof.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3.A(6).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi).. Table of Contents

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss or Depreciation would cause or increase an Adjusted Capital Account Deficit as to any HolderUnitholder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Unitholders in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.A(6).

Limitation on Allocation of Net Loss. To the extent that any ------------------------------------ allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderPartner, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Partners in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(viParagraph 6.3(A)(vi).

Limitation on Allocation of Net Loss. To the extent that any ------------------------------------ allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderHolder of Partnership Units, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerUnits, subject to the limitations of this Section 6.4.A(vi6.3.B(f).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerPercentages, subject to the limitations of this Section 6.4.A(vi6.2(h).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss Losses or other items of loss or deduction would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi)hereof.

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to the Holder of Units of any Holderclass, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units of that same class, in accordance with their respective Percentage Interests with respect to Partnership Common Units in such class of Units, and (y) thereafterthereafter in the discretion of the Manager, among the Holders of other classes of Partnership Units as determined by the General Partnerin each case, subject to the limitations of this Section 6.4.A(vi6.3(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as a manner determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss loss under Section 6.1 or Section 6.2 would cause or increase an Adjusted Capital Account Deficit as to any HolderMember, such allocation of Net Loss loss shall be reallocated (x) first, among the other Holders of Partnership Common Units Members in accordance with their respective Percentage Interests with respect to Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General PartnerInterests, subject to the limitations of this Section 6.4.A(vi6.3(a)(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to interests in the Partnership Common Units and (y) thereafter, among the Holders of other classes of Partnership Units as determined by the General Partner, subject to the limitations of this Section 6.4.A(vi6.3A(vi).

Limitation on Allocation of Net Loss. To the extent that any allocation of Net Loss (or items of loss or deduction) would cause or increase an Adjusted Capital Account Deficit as to any Holder, such allocation of Net Loss (or items of loss or deduction) shall be reallocated (x) first, among the other Holders of Partnership Common Units in accordance with their respective Percentage Interests with respect to Partnership Common Units Interests, and (y) thereafter, among the Holders of other classes of Partnership Units Units, as determined by the General PartnerOperating Managing Member, subject to the limitations of this Section 6.4.A(vi6.3(b)(vi).