Common use of Minimum Gain and Hypothetical Capital Accounts Clause in Contracts

Minimum Gain and Hypothetical Capital Accounts. For purposes of complying with Treasury Regulations relating to tax allocation, the Partnership’s “minimum gain,” “minimum gain attributable to partner nonrecourse debt” and the Partners’ hypothetically adjusted Capital Accounts (“Hypothetical Capital Accounts”) must be determined from time to time. The amount of minimum gain or minimum gain attributable to partner nonrecourse debt is determined in accordance with Treas. Reg. § 1.704-2(d) or § 1.704-2(i), as the case may be, by computing, with respect to each nonrecourse liability of the Partnership, the amount of gain (of whatever character), if any, that would be realized by the Partnership if it disposed of (in a taxable transaction) the Partnership property subject to such liability in full satisfaction thereof, and by then aggregating the amounts so computed. A Partners’ Hypothetical Capital Account shall equal its true Capital Account, increased by any amount that such Partner is treated as being obligated to restore under Treas. Reg. § 1.704-l(b)(2)(ii)(c) (including the Partner’s share of minimum gain, computed as provided in Treas. Reg. § 1.704-2(g), and of minimum gain attributable to partner nonrecourse debt, computed as provided in Treas. Reg. § 1.704-2(i)(5)), and decreased by the items described in Treas. Reg. § 1.704-l(b)(2)(ii)(d), clauses (4), (5) and (6). For purposes of determining each Partner’s share of minimum gain or minimum gain attributable to partner nonrecourse debt, any distributions funded with the proceeds of nonrecourse liabilities shall be treated as allocable to the nonrecourse liabilities, if any, that were incurred by the Partnership in connection with such distributions.

Minimum Gain and Hypothetical Capital Accounts. For purposes of complying with Treasury Regulations relating to tax allocation, the PartnershipCompany’s “minimum gain,” ”, “minimum gain attributable to partner Member nonrecourse debt” and the PartnersMembers’ hypothetically adjusted Capital Accounts (“Hypothetical Capital Accounts”) must be determined from time to time. The amount of minimum gain or minimum gain attributable to partner Member nonrecourse debt is determined in accordance with Treas. Reg. § §1.704-2(d) or § §1.704-2(i), as the case may be, by computing, with respect to each nonrecourse liability of the PartnershipCompany, the amount of gain (of whatever character), if any, that would be realized by the Partnership Company if it disposed of (in a taxable transaction) the Partnership Company property subject to such liability in full satisfaction thereof, and by then aggregating the amounts so computed. A Partners’ Member’s Hypothetical Capital Account shall equal its true Capital Account, increased by any amount that such Partner Member is treated as being obligated to restore under Treas. Reg. § §1.704-l(b)(2)(ii)(c) (including the PartnerMember’s share of minimum gain, computed as provided in Treas. Reg. § §1.704-2(g), and of minimum gain attributable to partner Member nonrecourse debt, computed as provided in Treas. Reg. § §1.704-2(i)(5)), and decreased by the items described in Treas. Reg. § §1.704-l(b)(2)(ii)(d), clauses (4), (5) and (6). For purposes of determining each PartnerMember’s share of minimum gain or minimum gain attributable to partner Member nonrecourse debt, any distributions Distributions funded with the proceeds of nonrecourse liabilities shall be treated as allocable to the nonrecourse liabilities, if any, that were incurred by the Partnership Company in connection with such distributions.;

Minimum Gain and Hypothetical Capital Accounts. For purposes of complying with Treasury Regulations relating to tax allocation, the Partnership’s “'s "minimum gain,” “" "minimum gain attributable to partner nonrecourse debt” " and the Partners’ ' hypothetically adjusted Capital Accounts (“"Hypothetical Capital Accounts”") must be determined from time to time. The amount of minimum gain or minimum gain attributable to partner nonrecourse debt is determined in accordance with Treas. Reg. § 1.704ss.1.704-2(d) or § 1.704ss.1.704-2(i), as the case may be, by computing, with respect to each nonrecourse liability of the Partnership, the amount of gain (of whatever character), if any, that would be realized by the Partnership if it disposed of (in a taxable transaction) the Partnership property subject to such liability in full satisfaction thereof, and by then aggregating the amounts so computed. A Partners’ ' Hypothetical Capital Account shall equal its true Capital Account, increased by any amount that such Partner is treated as being obligated to restore under Treas. Reg. § 1.704ss.1.704-l(b)(2)(ii)(c) (including the Partner’s 's share of minimum gain, computed as provided in Treas. Reg. § 1.704ss.1.704-2(g), and of minimum gain attributable to partner nonrecourse debt, computed as provided in Treas. Reg. § 1.704ss.1.704-2(i)(5)), and decreased by the items described in Treas. Reg. § 1.704ss.1.704-l(b)(2)(ii)(d), clauses (4), (5) and (6). For purposes of determining each Partner’s 's share of minimum gain or minimum gain attributable to partner nonrecourse debt, any distributions funded with the proceeds of nonrecourse liabilities shall be treated as allocable to the nonrecourse liabilities, if any, that were incurred by the Partnership in connection with such distributions.

Minimum Gain and Hypothetical Capital Accounts. For purposes of complying with Treasury Regulations relating to tax allocation, the Partnership’s “minimum gain,” “minimum gain attributable to partner nonrecourse debt” and the Partners’ hypothetically adjusted Capital Accounts (“Hypothetical Capital Accounts”) must be determined from time to time. The amount of minimum gain or minimum gain attributable to partner nonrecourse debt is determined in accordance with Treas. Reg. § 1.704§.1.704-2(d) or § 1.704-2(i), as the case may be, by computing, with respect to each nonrecourse liability of the Partnership, the amount of gain (of whatever character), if any, that would be realized by the Partnership if it disposed of (in a taxable transaction) the Partnership property subject to such liability in full satisfaction thereof, and by then aggregating the amounts so computed. A Partners’ Hypothetical Capital Account shall equal its true Capital Account, increased by any amount that such Partner is treated as being obligated to restore under Treas. Reg. § §1.704-l(b)(2)(ii)(c) (including the Partner’s share of minimum gain, computed as provided in Treas. Reg. § §1.704-2(g), and of minimum gain attributable to partner nonrecourse debt, computed as provided in Treas. Reg. § §1.704-2(i)(5)), and decreased by the items described in Treas. Reg. § §1.704-l(b)(2)(ii)(d), clauses (4), (5) and (6). For purposes of determining each Partner’s share of minimum gain or minimum gain attributable to partner nonrecourse debt, any distributions funded with the proceeds of nonrecourse liabilities shall be treated as allocable to the nonrecourse liabilities, if any, that were incurred by the Partnership in connection with such distributions.

Minimum Gain and Hypothetical Capital Accounts. For purposes of complying with Treasury Regulations relating to tax allocation, the Partnership’s “minimum gain,” “minimum gain attributable to partner nonrecourse debt” and the Partners’ hypothetically adjusted Capital Accounts (“Hypothetical Capital Accounts”) must be determined from time to time. The amount of minimum gain or minimum gain attributable to partner nonrecourse debt is determined in accordance with Treas. Reg. § §1.704-2(d2 (d) or § 1.704-2(i2 (i), as the case may be, by computing, with respect to each nonrecourse liability of the Partnership, the amount of gain (of whatever character), if any, that would be realized by the Partnership if it disposed of (in a taxable transaction) the Partnership property subject to such liability in full satisfaction thereof, and by then aggregating the amounts so computed. A Partners’ Hypothetical Capital Account shall equal its true Capital Account, increased by any amount that such Partner is treated as being obligated to restore under Treas. Reg. § §1.704-l(b)(2)(ii)(cl (b) (2) (ii) (c) (including the Partner’s share of minimum gain, computed as provided in Treas. Reg. § §1.704-2(g2 (g), and of minimum gain attributable to partner nonrecourse debt, computed as provided in Treas. Reg. § §1.704-2(i)(52 (i) (5)), and decreased by the items described in Treas. Reg. § §1.704-l(b)(2)(ii)(dl (b) (2) (ii) (d), clauses (4), (5) and (6). For purposes of determining each Partner’s share of minimum gain or minimum gain attributable to partner nonrecourse debt, any distributions funded with the proceeds of nonrecourse liabilities shall be treated as allocable to the nonrecourse liabilities, if any, that were incurred by the Partnership in connection with such distributions.