Common use of Required Special Allocations Clause in Contracts

Required Special Allocations. Notwithstanding Section 4.1 hereof, (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulations; (b) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(d) of the Treasury Regulations; the partnership “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; and the “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 hereof (as adjusted by Section 4.3(a) hereof) without regard to this Section 4.3(b).

Required Special Allocations. if there is More than One Member. Notwithstanding Section 4.1 6.2 hereof,, if there is more than one Member: (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d1 (b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulations;. (b) Any Member Nonrecourse Deductions shall be specially allocated to the Member(s) that bear(s) the economic risk of loss with respect to the Member Nonrecourse Debt to which the Member Nonrecourse Deductions are attributable in accordance with Section 1.704-2(i)(l) of the Treasury Regulations. (c) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(dl(b)(2)(ii)(d) of the Treasury Regulations; , the partnership Company “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; , and the Member “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i2(i)(4) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 6.2 hereof (as adjusted by Section 4.3(a6.3(a) hereof) without regard to Section 6.3(b) and this Section 4.3(b6.3(c).

Required Special Allocations. if there is More than One Member. Notwithstanding Section 4.1 6.2 hereof,, if there is more than one Member: (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.7041. 000-1(b)(2)(iv)(d0 (x )(0)(xx)( x), (ex), (fx) and (g) of the Treasury Regulations;. (b) Any Member Nonrecourse Deductions shall be specially allocated to the Member(s) that bear(s) the economic risk of loss with respect to the Member Nonrecourse Debt to which the Member Nonrecourse Deductions are attributable in accordance with Section 1.704-2(i)(l) of the Treasury Regulations. (c) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “"qualified income offset” " provisions of Section 1.704-1(b)(2)(ii)(dl(b)(2)(ii)(d) of the Treasury Regulations; , the partnership “Company "minimum gain chargeback” " provisions of Section 1.704-2(f2(£) of the Treasury Regulations; , and the “partner nonrecourse deduction” and “partner nonrecourse debt Member "minimum gain chargeback” " provisions of Section 1.704-2(i2(i)(4) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 6.2 hereof (as adjusted by Section 4.3(a6.3(a) hereof) without regard to Section 6.3(b) and this Section 4.3(b6.3(c).

Required Special Allocations. Notwithstanding Section 4.1 hereof, 7.1 and any other allocation provision contained herein other than in this Article 17 (a) Appropriate the “Regular Allocation Provisions”), appropriate adjustments shall be made to the allocations of Net Profits Company items of income, gain, loss and Net Losses deduction to the extent required under Section 704(crequired: (a) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulationsto prevent one Member from having a deficit in such Member’s Adjusted Capital Account while another Member has a positive balance in such Member’s Adjusted Capital Account; (b) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the provisions of Regulation § 1.704-1(b)(2)(ii)(d) and to herein provide for a “qualified income offset” as provided for in such Regulation; (c) to comply with the provisions of Section Regulation § 1.704-1(b)(2)(ii)(d2(f) of the Treasury Regulations; the and to herein provide for a partnership “minimum gain chargeback” as provided for in such Regulation; and (d) to comply with the provisions of Section Regulation § 1.704-2(f2(i) of the Treasury Regulations; and the relating to “partner nonrecourse deductiondeductions” and to herein provide for a “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Codeas provided for in such Regulation. To the extent permitted by such Treasury Regulations, the allocations in such any taxable year of the Company and subsequent taxable years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 hereof (as adjusted by Section 4.3(a) hereof) the Regular Allocation Provisions without regard to this Section 4.3(b)17.1.

Required Special Allocations. if there is More than One Member. Notwithstanding Section 4.1 6.2 hereof,, if there is more than one Member: (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulations;. (b) Any Member Nonrecourse Deductions shall be specially allocated to the Member(s) that bear(s) the economic risk of loss with respect to the Member Nonrecourse Debt to which the Member Nonrecourse Deductions are attributable in accordance with Section 1.704- 2(i)(1) of the Treasury Regulations. (c) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(d) of the Treasury Regulations; , the partnership Company “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; , and the Member “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i2(i)(4) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 6.2 hereof (as adjusted by Section 4.3(a6.3(a) hereof) without regard to Section 6.3(b) and this Section 4.3(b6.3(c).

Required Special Allocations. if there is More than One Member. Notwithstanding Section 4.1 6.2 hereof,, if there is more than one Member: (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f1) and (g) of the Treasury Regulations;. (b) Any Member Nonrecourse Deductions shall be specially allocated to the Member(s) that bear(s) the economic risk of loss with respect to the Member Nonrecourse Debt to which the Member Nonrecourse Deductions are attributable in accordance with Section 1.704¬2(i)(1) of the Treasury Regulations. (c) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(d) of the Treasury Regulations; , the partnership Company “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; , and the Member “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i2(i)(4) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 6.2 hereof (as adjusted by Section 4.3(a6.3(a) hereof) without regard to Section 6.3(b) and this Section 4.3(b6.3(c).

Required Special Allocations. Notwithstanding Section 4.1 hereof, (a) , Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulations; (b) ; Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(d) of the Treasury Regulations; the partnership “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; and the “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 hereof (as adjusted by Section 4.3(a) hereof) without regard to this Section 4.3(b).

Required Special Allocations. if there is More than One Member. Notwithstanding Section 4.1 6.2 hereof,, if there is more than one Member: (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulations;. (b) Any Member Nonrecourse Deductions shall be specially allocated to the Member(s) that bear(s) the economic risk of loss with respect to the Member Nonrecourse Debt to which the Member Nonrecourse Deductions are attributable in accordance with Section 1.704-2(i)(1) of the Treasury Regulations. (c) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(d) of the Treasury Regulations; , the partnership Company “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; , and the Member “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i2(i)(4) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 6.2 hereof (as adjusted by Section 4.3(a6.3(a) hereof) without regard to Section 6.3(b) and this Section 4.3(b6.3(c).

Required Special Allocations. if there is More than One Member. Notwithstanding Section 4.1 6.2 hereof,, if there is more than one Member: (a) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required under Section 704(c) of the Code and the Treasury Regulations thereunder and under Sections 1.704-1(b)(2)(iv)(d), (e), (f) and (g) of the Treasury Regulations;. (b) Any Member Nonrecourse Deductions shall be specially allocated to the Member(s) that bear(s) the economic risk of loss with respect to the Member Nonrecourse Debt to which the Member Nonrecourse Deductions are attributable in accordance with Section 1.7042(i)(1) of the Treasury Regulations. (c) Appropriate adjustments shall be made to the allocations of Net Profits and Net Losses to the extent required to comply with the “qualified income offset” provisions of Section 1.704-1(b)(2)(ii)(d) of the Treasury Regulations; , the partnership Company “minimum gain chargeback” provisions of Section 1.704-2(f) of the Treasury Regulations; , and the Member “partner nonrecourse deduction” and “partner nonrecourse debt minimum gain chargeback” provisions of Section 1.704-2(i2(i)(4) of the Treasury Regulations, all issued pursuant to Section 704(b) of the Code. To the extent permitted by such Treasury Regulations, the allocations in such year and subsequent years shall be further adjusted so that the cumulative effect of all the allocations shall be the same as if all such allocations were made pursuant to Section 4.1 6.2 hereof (as adjusted by Section 4.3(a6.3(a) hereof) without regard to Section 6.3(b) and this Section 4.3(b6.3(c).