Common use of Transferee’s Capital Account Clause in Contracts

Transferee’s Capital Account. In the event that any Partner Transfers any Interest in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred Interest, adjusted for distributions of Available Cash and Net Liquidation Proceeds made pursuant to this Agreement and allocations of Net Profits or Net Losses as of the end of the month that includes the date of such transfer (the “Effective Date”). The books of the Partnership shall be closed in accordance with Section 706(d) of the Code and consistent therewith (a) Net Profits and Net Losses of the Partnership recognized as of the Effective Date shall be allocated among the Persons who or which were Partners prior to the Effective Date in accordance with their respective Percentage Interests prior to the Effective Date and (b) Net Profits and Net Losses recognized after the Effective Date shall be allocated among the Persons who or which were Partners after the Effective Date in accordance with their respective Percentage Interests after the Effective Date.

Transferee’s Capital Account. In the event that any Partner Transfers any Interest in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred Interest, adjusted for distributions of Available Cash and Net Liquidation Proceeds made pursuant to this Agreement and allocations of Net Profits or Net Losses as of the end of the month that includes the date of such transfer (the “"Effective Date”"). The books of the Partnership shall be closed in accordance with Section 706(d) of the Code and consistent therewith (a) Net Profits and Net Losses of the Partnership recognized as of the Effective Date shall be allocated among the Persons who or which were Partners prior to the Effective Date in accordance with their respective Percentage Interests prior to the Effective Date and (b) Net Profits and Net Losses recognized after the Effective Date shall be allocated among the Persons who or which were Partners after the Effective Date in accordance with their respective Percentage Interests after the Effective Date.