Common use of Final Allocation and Distribution Clause in Contracts

Final Allocation and Distribution. Following dissolution of the Partnership and upon liquidation of the Partnership, the General Partner or a liquidating trustee appointed pursuant to Section 9.3(a) shall make a final allocation of all items of income, gain, loss and expense in accordance with Article III and Section 5.3, and the Partnership’s liabilities and obligations to its creditors shall be satisfied to the extent required by the 1915 Law (whether by payment or the making of reasonable provision for payment) prior to any distributions to the Partners. After such payment or reasonable provision for payment of all liabilities and obligations of the Partnership, the remaining assets, if any, shall be distributed among the Partners pursuant to Section 4.1 (which distribution, for the avoidance of doubt, shall be made irrespective of whether any Partner has submitted a Redemption Notice with respect to its Units).