Common use of Deemed Contribution and Distribution Clause in Contracts

Deemed Contribution and Distribution. Notwithstanding any other provisions of this Article 13, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's property shall not be liquidated, the Partnership's liabilities shall not be paid or discharged, and the Partnership's affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4), the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership. Immediately thereafter, the Partnership shall be deemed to have liquidated by distributing the interests in the new partnership to the new General Partner and the Limited Partners.

Deemed Contribution and Distribution. Notwithstanding any other provisions of this Article 13, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's ’s property shall not be liquidated, the Partnership's ’s liabilities shall not be paid or discharged, and the Partnership's ’s affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4), the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership. Immediately thereafter, the Partnership shall be deemed to have liquidated by distributing the interests in the new partnership to the new General Partner and the Limited Partners.

Deemed Contribution and Distribution. Notwithstanding any other provisions provision of this Article 13, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's ’s property shall not be liquidated, the Partnership's ’s liabilities shall not be paid or discharged, and the Partnership's ’s affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4), the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership. Immediately thereafter, the Partnership shall be deemed to have liquidated by distributing the distribute interests in the new partnership to the new General Partner and Limited Partners in proportion to their respective interests in the Limited PartnersPartnership in liquidation of the Partnership.

Deemed Contribution and Distribution. Notwithstanding any other provisions of this Article 13XIII, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's property shall not be liquidated, the Partnership's liabilities shall not be paid or discharged, and the Partnership's affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4), the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership. Immediately thereafter, the Partnership shall be deemed to have liquidated by distributing the interests in the new partnership to the new General Partner and Partners (including the Limited Partnerstransferee of a Partnership Interest).

Deemed Contribution and Distribution. Notwithstanding any other provisions of this Article 13XI, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's property shall not be liquidated, the Partnership's liabilities shall not be paid or discharged, and the Partnership's affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4), the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership. Immediately thereafter, the Partnership shall be deemed to have liquidated by distributing the interests in the new partnership to the new General Partner and Partners (including the Limited Partnerstransferee of a Partnership Interest).

Deemed Contribution and Distribution. Notwithstanding any other provisions provision of this Article 13, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's property shall not be liquidated, the Partnership's liabilities shall not be paid or discharged, and the Partnership's affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4), the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership. Immediately thereafter, the Partnership shall be deemed to have liquidated by distributing the distribute interests in the new partnership to the new General Partner and Limited Partners in proportion to their respective interests in the Limited PartnersPartnership in liquidation of the Partnership.

Deemed Contribution and Distribution. Notwithstanding any other provisions provision of this Article 13XII, in the event the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) but no Liquidating Event has occurred, the Partnership's property Property shall not be liquidated, the Partnership's liabilities shall not be paid or discharged, and the Partnership's affairs shall not be wound up. Instead, in accordance with Regulations Section 1.708-1(b)(4)solely for federal income tax purposes, the Partnership shall be deemed to have contributed all of its assets Property and transferred all Partnership liabilities to a new limited partnership in exchange for an interest in the new limited partnership. Immediately , and immediately thereafter, the Partnership shall will be deemed to have liquidated liquidate by distributing the interests in the new limited partnership to the new General Partner and the Limited Partners.