Common use of Compliance with Certain Requirements of Regulations; Deficit Capital Accounts Clause in Contracts

Compliance with Certain Requirements of Regulations; Deficit Capital Accounts. In the event the Partnership is “liquidated” within the meaning of Regulations Section 1.704–l(b)(2)(ii)(g), (a) distributions shall be made pursuant to this Section 11 to the General Partners and Interest Holders who have positive Capital Accounts in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(2), and (b) if any General Partner’s Capital Account has a deficit balance (after giving effect to all contributions, distributions, and allocations for all taxable years, including the year during which such liquidation occurs), such General Partner shall contribute to the capital of the Partnership the amount necessary to restore such deficit balance to zero in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(3). If any Interest Holder has a deficit balance in her Capital Account (after giving effect to all contributions, distributions and allocations for all taxable years, including the year during which such liquidation occurs), such Interest Holder shall have no obligation to make any contribution to the capital of the Partnership with respect to such deficit, and such deficit shall not be considered a debt owed to the Partnership or to any other Person for any purpose whatsoever.

Compliance with Certain Requirements of Regulations; Deficit Capital Accounts. In the event the Partnership is “"liquidated” " within the meaning of Regulations Section 1.704–l(b)(2)(ii)(g1.7041(b)(2)(ii)(g), (a) distributions shall be made pursuant to this Section 11 to the General Partners and Interest Holders who have positive Capital Accounts in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(2-1(b)(2)(ii)(b)(2), and (b) if any General Partner’s 's Capital Account has a deficit balance (after giving effect to all contributions, distributions, and allocations for all taxable years, including the year during which such liquidation occurs), such General Partner shall contribute to the capital of the Partnership the amount necessary to restore such deficit balance to zero in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(31.7041(b) (2) (ii) (b) (3). If any Interest Holder has a deficit balance in her Capital Account (after giving effect to all contributions, distributions and allocations for all taxable years, including the year during which such liquidation occurs), such Interest Holder shall have no obligation to make any contribution to the capital of the Partnership with respect to such deficit, and such deficit shall not be considered a debt owed to the Partnership or to any other Person for any purpose whatsoever.

Compliance with Certain Requirements of Regulations; Deficit Capital Accounts. In the event the Partnership is “liquidated” within the meaning of Regulations Section 1.704–-l(b)(2)(ii)(g)) of the Regulations, (ax) distributions shall be made pursuant to this Section Article 11 to the General Partners and Interest Holders who have positive Capital Accounts in compliance with Regulations Section 1.704–-l(b)(2)(ii)(b)(2)) of the Regulations, and (by) if any General Partner’s Capital Account has a deficit balance (after giving effect to all contributions, distributions, and allocations for all taxable years, including the taxable year during which such liquidation occurs), such General Partner shall contribute to the capital of the Partnership the amount necessary to restore such deficit balance to zero in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(3)-1(b)(2)(ii)(b)(3) of the Regulations. If any Interest Holder Limited Partner has a deficit balance in her its Capital Account (after giving effect to all contributions, distributions distributions, and allocations for all taxable years, including the taxable year during which such liquidation occurs), such Interest Holder Limited Partner shall have no obligation to make any contribution to the capital of the Partnership with respect to such deficit, and such deficit shall not be considered a debt owed to the Partnership or to any other Person for any purpose whatsoever.. In the discretion of the Liquidator, a pro rata portion of the distributions that would otherwise be made to the Partners pursuant to this Article 11 may be:

Compliance with Certain Requirements of Regulations; Deficit Capital Accounts. In the event the Partnership is “liquidated” within the meaning of Regulations Section 1.704–1.704- l(b)(2)(ii)(g)) of the Regulations, (ax) distributions shall be made pursuant to this Section Article 11 to the General Partners and Interest Holders who have positive Capital Accounts in compliance with Regulations Section 1.704–-l(b)(2)(ii)(b)(2)) of the Regulations, and (by) if any General Partner’s Capital Account has a deficit balance (after giving effect to all contributions, distributions, and allocations for all taxable years, including the taxable year during which such liquidation occurs), such General Partner shall contribute to the capital of the Partnership the amount necessary to restore such deficit balance to zero in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(3)-1(b)(2)(ii)(b)(3) of the Regulations. If any Interest Holder Limited Partner has a deficit balance in her its Capital Account (after giving effect to all contributions, distributions distributions, and allocations for all taxable years, including the taxable year during which such liquidation occurs), such Interest Holder Limited Partner shall have no obligation to make any contribution to the capital of the Partnership with respect to such deficit, and such deficit shall not be considered a debt owed to the Partnership or to any other Person for any purpose whatsoever.. In the discretion of the Liquidator, a pro rata portion of the distributions that would otherwise be made to the Partners pursuant to this Article 11 may be:

Compliance with Certain Requirements of Regulations; Deficit Capital Accounts. In the event the Partnership is “"liquidated” " within the meaning of Regulations Section 1.704–l(b)(2)(ii)(g-1(b)(2)(ii)(g), (ax) distributions shall be made pursuant to this Section 11 Article XII to the General Partners Partner and Interest Holders who have positive Capital Accounts in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(2-1(b)(2)(ii)(b)(2), and (by) if any General Partner’s 's Capital Account has a deficit balance (after giving effect to all contributions, distributions, and allocations for all taxable years, including the taxable year during which such liquidation occurs), such General Partner shall contribute to the capital of the Partnership the amount necessary to restore such deficit balance to zero in compliance with Regulations Section 1.704–l(b)(2)(ii)(b)(3-1(b)(2)(ii)(b)(3). If any Interest Holder has a deficit balance in her his Capital Account (after giving effect to all contributions, distributions and allocations for all taxable years, including the taxable year during which such liquidation occurs), such Interest Holder shall have no obligation to make any contribution to the capital of the Partnership with respect to such deficit, and such deficit shall not be considered a debt owed to the Partnership or to any other Person for any purpose whatsoever.. In the discretion of the Liquidator, a pro rata portion of the distributions that would otherwise be made to the General Partner and Interest Holders pursuant to this Article XII may be: