Common use of Gross Income Allocation Clause in Contracts

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 have been tentatively made as if this Section 7.3(d) and Section 7.3(c) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in such Member's Capital Account at the end of (as determined after crediting such Capital Account for any Company Fiscal Year which is in excess of the sum of (i) the amount amounts that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member or is deemed to be obligated to restore pursuant to Treasury Regulations Sections Section 1.704-2(g)(1) and 1.704-2(i)(52), each such Member shall be specially allocated items of Company income and gain shall be specially allocated to such Member in the an amount and manner sufficient to eliminate such deficit (as so determined) of such excess Member's Capital Account as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d7.2(c)(iv) shall be made only if and to the extent that such Member would have a deficit such Capital Account in excess of such sum deficit (as so determined) after all other allocations provided for in this Article 7 Section 7.2 (other than Section 7.2(c)(iii)) have been tentatively made as if this Section 7.3(d) and Section 7.3(c7.2(c)(iv) were not in the this Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account balance at the end of any Company Fiscal Year which that is in excess of the sum of (i) the amount that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentence of Treasury Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 IV have been tentatively made as if this Section 7.3(dSections 4.3(c) and Section 7.3(c4.3(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Taxable Year which that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(11.704‑2(g)(1) and 1.704-2(i)(51.704‑2(i)(5), each such Member shall be specially allocated items Company Items of Company income and gain in the amount of such excess as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d4.3(e) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other special allocations provided for in this Article 7 Section 4.3 have been tentatively made as if Section 4.3(d) and this Section 7.3(d) and Section 7.3(c4.3(e) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d10.02(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 10 have been tentatively made as if Section 10.02(c) hereof and this Section 7.3(d) and Section 7.3(c10.02(d) were not in the Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections Treasury Regulation Section 1.704-2(g)(1) and 1.704-2(i)(5)2, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d3.4(c) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 III have been tentatively made as if this Section 7.3(d) and Section 7.3(c3.4(c) were not in the this Agreement.

Gross Income Allocation. In the event any If a Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the Company that exceeds the sum of (i) the amount such the Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), then each such Member shall be specially allocated items of Company income and gain of the Company in the amount of such the excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d7.4(b) shall be made only if and only to the extent that such the Member would have a deficit Capital Account in excess of such that sum after all other allocations provided for in this Article 7 have been tentatively made as if this without considering Section 7.3(d7.4(a) and Section 7.3(c) were not in the Agreementor 7.4(b).

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Allocation Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentence of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to each of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if Section 4.3(c) hereof and this Section 7.3(d) and Section 7.3(c4.3(d) were not in the this Amended Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year which that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections the penultimate sentences of Treas. Reg. §§1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 5.05 shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 5 have been tentatively made as if Section 5.04 hereof and this Section 7.3(d) and Section 7.3(c) 5.05 were not in the Agreement.

Gross Income Allocation. In the event Notwithstanding Section 4.1, if any Member has a deficit Capital Account at the end of any Company Fiscal Year tax year which is in excess of the sum of (ia) the amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (iib) the amount such the Member is deemed to be obligated to restore (pursuant to Regulations Sections 1.704-2(g)(1the penultimate sentences of Treas. Reg. §§ 1.704–2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company any gross income and gain gains) in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 5.5 shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Sections 4 and 5 and Exhibit B have been tentatively made as if Section B.3 and this Section 7.3(d) and Section 7.3(c) B.4 were not in the Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year which that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is Agreement, or are deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), respectively, each such Member shall be specially allocated items of Company gross income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d10.5(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 X have been tentatively made as if Section 10.5(c) and this Section 7.3(d) and Section 7.3(c10.5(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year taxable year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentences of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d4.4(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if Section 4.4(c) and this Section 7.3(d) and Section 7.3(c4.4(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.02(e) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 IV have been tentatively made as if Section 4.02(d) hereof and this Section 7.3(d) and Section 7.3(c4.02(e) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year which year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentences of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.5(d) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum the amount the Member is obligated to restore after all other allocations provided for in this Article 7 IV have been tentatively made as if Section 4.5(c) and this Section 7.3(d) and Section 7.3(c4.5(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) A.10 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in Article VI and this Article 7 Appendix A have been tentatively made as if this Section 7.3(d) A.10 and Section 7.3(c) A.9 hereof were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in such Member’s Capital Account at the end of (as determined after crediting such Capital Account for any Company Fiscal Year which is in excess of the sum of (i) the amount amounts that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member or is deemed to be obligated to restore pursuant to Treasury Regulations Sections Section 1.704-2(g)(1) and 1.704-2(i)(52), each such Member items of Membership income and gain shall be specially allocated items of Company income to such Member in an amount and gain in the amount manner sufficient to eliminate such deficit (as so determined) of such excess Member’s Capital Account as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d5.2(c)(iv) shall be made only if and to the extent that such Member would have a deficit such Capital Account in excess of such sum deficit (as so determined) after all other allocations provided for in this Article 7 Section 5.2 (other than Section 5.2(c)(iii)) have been tentatively made as if this Section 7.3(d) and Section 7.3(c5.2(c)(iv) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that however, an allocation pursuant to this Section 7.3(d12.03(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 XII have been tentatively made as if Section 12.03(c) and this Section 7.3(d) and Section 7.3(c12.0(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit in its Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possibleexcess, provided that an allocation pursuant to this Section 7.3(d) shall be made only if and to the extent that such Member would have a deficit in its Capital Account in excess of such sum after all other allocations provided for in this Article 7 IV have been tentatively made as if Section 4.05(c) hereof and this Section 7.3(d) and Section 7.3(c) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d6.3(f) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Section 6.3 have been tentatively made as if this Section 7.3(d6.3(f) and Section 7.3(c6.3(e) were not in the this Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such the Member is obligated to restore pursuant to any provision of this Operating Agreement and (ii) the amount such the Member is deemed to be obligated to restore pursuant to Regulations Sections the penultimate sentences of Treas Reg 1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such the excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) section 5.2.4 shall be made only if and to the extent that such the Member would have a deficit Capital Account in excess of such this sum after all other allocations provided for in this Article 7 article V have been tentatively made as if section 5.2.3 and this Section 7.3(d) and Section 7.3(c) section 5.2.4 were not in the Operating Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision Treasury Regulations Section 1.704-1(b)(2)(ii)(c) or the penultimate sentences of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that an allocation pursuant to this Section 7.3(dParagraph 1.4(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum amount after all other allocations provided for in this Article 7 Exhibit C have been tentatively made as if this Section 7.3(dParagraph 1.4(c) and Section 7.3(cthis Paragraph 1.4(d) were not in the Agreement.part of this Exhibit C.

Gross Income Allocation. In the event any that a Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i) the amount such the Member is obligated to restore pursuant to any provision of this Agreement Operating Agreement, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to Regulations Sections Treas. Reg. Sec. 1.704-2(g)(12(g) and 1.704-2(i)(5(i)(5), each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) paragraph shall be made only if and to the extent that such the Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if this Section 7.3(d) and Section 7.3(cParagraph 4.03(d) were not in the this Operating Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account deficit at the end of any Company Fiscal Year taxable year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections the penultimate sentence of Reg. ss. 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d5.03(c) shall be made only if and to the extent that any such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 V have been tentatively made as if this Section 7.3(d5.03(c) hereof and Section 7.3(c5.03(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that however, an allocation pursuant to this Section 7.3(d12.03(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 XII have been tentatively made as if Section 12.03(c) and this Section 7.3(d) and Section 7.3(c12.0(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the i)the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the ii)the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 have been tentatively made as if this Section 7.3(d) and Section 7.3(c) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount (if any) such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 4.2.4 shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Section 4.2 have been tentatively made as if Section 4.2.3 and this Section 7.3(d) and Section 7.3(c) 4.2.4 were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement Member's deficit restoration obligation, if any, and (ii) the amount amount, if any, such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Allocation Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 IV have been tentatively made as if Section 4.3(c) hereof and this Section 7.3(d) and Section 7.3(c4.3(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account balance at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the .penultimate sentences of Sections 1.704-2(g)(12(g)(1)(ii) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 9.4 shall be made only if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 7 IX have been tentatively made as if Section 9.3 and this Section 7.3(d) and Section 7.3(c) 9.4 were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Tax Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections the penultimate sentences of sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.2(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 IV have been tentatively made as if this Section 7.3(d4.2(c) and Section 7.3(c4.2(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and restore, (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections §§ 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.2(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if Section 4.2(c) hereof and this Section 7.3(d) and Section 7.3(c4.2(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in such Member's Capital Account at the end of (as determined after crediting such Capital Account for any Company Fiscal Year which is in excess of the sum of (i) the amount amounts that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member or is deemed to be obligated to restore pursuant to Treasury Regulations Sections Section 1.704-2(g)(1) and 1.704-2(i)(52), each such Member items of Membership income and gain shall be specially allocated items of Company income to such Member in an amount and gain in the amount manner sufficient to eliminate such deficit (as so determined) of such excess Member's Capital Account as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d5.2(b)(iv) shall be made only if and to the extent that such Member would have a deficit such Capital Account in excess of such sum deficit (as so determined) after all other allocations provided for in this Article 7 Section 5.2 (other than Section 5.2(b)(iii)) have been tentatively made as if this Section 7.3(d) and Section 7.3(c5.2(b)(iv) were not in the this Agreement.

Gross Income Allocation. In the event any that a Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i) the amount such the Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to Regulations Sections Reg. Secs. 1.704-2(g)(12(g) and 1.704-2(i)(5(i)(5), each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such the Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if this Section 7.3(d) and Section 7.3(c4.3(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and restore, (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.2(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if Section 4.2(c) and this Section 7.3(d) and Section 7.3(c4.2(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (ia) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (iib) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 2.4 shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 5 and this Exhibit "B" have been tentatively made as if Section 2.3 hereof and this Section 7.3(d) and Section 7.3(c) 2.4 were not in the Agreement.

Gross Income Allocation. In the event Ix xxx xxent any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) Subsection shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in Sections 6.1, 6.2 and 6.3 of the Agreement and this Article 7 Section 1.2 have been tentatively made as if this Section 7.3(dwithout giving effect to Subsection 1.2(c) and Section 7.3(c) were not in the Agreementthis Subsection 1.2(d).

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Treasury Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d5.03(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 7 V have been tentatively made as if Section 5.03(c) hereof and this Section 7.3(d) and Section 7.3(c5.03(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d5.2(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 V have been tentatively made as if Section 5.2(c) hereof and this Section 7.3(d) and Section 7.3(c5.2(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which Fund fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company Fund income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d6.4(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 6 have been tentatively made as if Section 6.4(c) hereof and this Section 7.3(d) and Section 7.3(c6.4(d) were not in the Agreement.

Gross Income Allocation. In the event that any Member has a deficit Capital Account at the end of any Company Fiscal Year which that is in excess of the sum of (i1) the amount that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentence of Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5(1)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d2(f) of Appendix A shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Appendix A have been tentatively made as if this Section 7.3(dSections 2(e) and Section 7.3(c2(f) of Appendix A were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentences of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company Fund income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d‎Section 4.3(d) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum the amount the Member is obligated to restore after all other allocations provided for in this Article 7 ‎ARTICLE 4 have been tentatively made as if this Section 7.3(d‎Section 4.3(c) and Section 7.3(cthis ‎Section 4.3(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections Section 1.704-2(g)(1) and Section 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an any allocation pursuant to this Section 7.3(dSubparagraph 5.1.B(IV) shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Subparagraph 5.1.B have been tentatively made as if this Section 7.3(dSubparagraph 5.1.B(IV) and Section 7.3(cSubparagraph 5.1.B(III) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d8.05(d) shall be made only if and any to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 VIII have been tentatively made as if this Section 7.3(d8.05(d) and Section 7.3(c8.05(c) hereof were not in the Agreement.

Gross Income Allocation. In the event any that a Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i) the amount such the Member is obligated to restore pursuant to any provision of this Agreement Operating Agreement, and (ii) the amount such the Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1Treas. Reg. Sec. 1.704‑2(g) and 1.704-2(i)(5(i)(5), each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) paragraph shall be made only if and to the extent that such the Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if this Section 7.3(d) and Section 7.3(c4.03(d) were not in the this Operating Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in such Member’s Capital Account at the end of (as determined after crediting such Capital Account for any Company Fiscal Year which is in excess of the sum of (i) the amount amounts that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member or is deemed to be obligated to restore pursuant to Treasury Regulations Sections Section 1.704-2(g)(1) and 1.704-2(i)(52), each such Member shall be specially allocated items of Company income and gain shall be specially allocated to such Member in the an amount and manner sufficient to eliminate such deficit (as so determined) of such excess Member’s Capital Account as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d7.4(f)(iv) shall be made only if and to the extent that such Member would have a deficit such Capital Account in excess of such sum deficit (as so determined) after all other allocations provided for in this Article 7 Section 7.4 (other than Section 7.4(f)(iii)) have been tentatively made as if this Section 7.3(d) and Section 7.3(c7.4(f)(iv) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i1) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii2) the amount such Member is deemed to be obligated to restore pursuant to Regulations under Sections 1.704l.704-2(g)(12(g) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as .as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 8.2.4 shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum after all other allocations provided for in this Article 7 Agreement or Appendix 1 have been tentatively made as if this Section 7.3(d) and Section 7.3(c) provision were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 3.9 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 III have been tentatively made as if this Section 7.3(d) 3.9 and Section 7.3(c) 3.8 hereof were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 8.11 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 VIII have been tentatively made as if this Section 7.3(d) 8.11 and Section 7.3(c) 8.10 hereof were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit balance in its Capital Account at the end of any Company Fiscal Year year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentences of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company Fund income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit balance in its Capital Account in excess of such sum the amount the Member is obligated to restore after all other allocations provided for in this Article 7 ARTICLE 4 have been tentatively made as if Section 4.3(c) and this Section 7.3(d) and Section 7.3(c4.3(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Allocation Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentence of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to each of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if Section 4.3(c) and this Section 7.3(d) and Section 7.3(c4.3(d) were not in the Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess ofthe sum of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount amounts such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704the penultimate sentences ofSections l .704-2(g)(12(g)(l) and 1.704-2(i)(5)) ofthe Tax Regulations, each such Member shall be specially allocated items of Company ofCompany income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d9.4(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such ofsuch sum after all other allocations provided for in this Article 7 IX have been tentatively made as if Section 9.4(c) and this Section 7.3(d) and Section 7.3(c9.4(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which fiscal year that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5)) of the Treasury Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and only to the extent that such Member would have a deficit Capital Account balance in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if this Section 7.3(d) and Section 7.3(c4.3(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year taxable year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision the penultimate sentences of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, ; provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 4 have been tentatively made as if Section 4.3(c) and this Section 7.3(d) and Section 7.3(c4.3(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Allocation Year which that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Regulations Sections 1.704-2(g)(11.7042(g)(1) and 1.704-2(i)(51.7042(1)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Agreement have been tentatively made as if Section 4.11(c) and this Section 7.3(d) and Section 7.3(c4.11(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall will be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) shall will be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 VII have been tentatively made as if this Section 7.3(d) and Section 7.3(c) were not in the Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account balance in such Member's capital account at the end of any Company Fiscal Year fiscal year which is in excess of the sum of (i1) the amount such the Member is obligated to restore pursuant to any provision of the Company under this Agreement Agreement, and (ii2) the amount such the Member is deemed to be obligated to restore pursuant to under the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall will be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d13(b)(iv) shall will be made only and if and to the extent that such Member would have has a deficit Capital Account in excess of such sum capital account balance after all other allocations provided for in this Article 7 Section 13 have been tentatively made as if this Section 7.3(d13(b)(iv) and Section 7.3(c13(b)(iii) were not in the Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account balance at the end of any Company Fiscal Year which that is in excess of the sum of (ix) the amount that such Member is obligated to restore pursuant to any provision of this Agreement and (iiy) the amount such that the Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentence of Treasury Regulation Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d9(c)(iv) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Section 9 have been tentatively made as if this Section 7.3(dSections 9(c)(iii) and Section 7.3(c9(c)(iv) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount (if any) such Member is obligated to restore pursuant to under any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to under the penultimate sentences of Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to under this Section 7.3(d7.2(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 Section 7.2 have been tentatively made as if Section 7.2(c) and this Section 7.3(d) and Section 7.3(c7.2(d) were not in the Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year which Accounting Period that is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) restore, or the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections the next to last sentences of Section 1.704-2(g)(1) and Section 1.704-2(i)(5)) of the Regulations, each such the Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; PROVIDED, provided HOWEVER, that an allocation alloca-tion pursuant to this Section 7.3(d) subsection shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 have been tentatively made as if this Section 7.3(d) subsection and Section 7.3(c) the qualified income offset provision set forth in the preceding subsection were not in the a part of this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(1) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as us quickly as possible; provided, provided that however, an allocation pursuant to this Section 7.3(d12.03(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 XII have been tentatively made as if Section 12.03(c) and this Section 7.3(d) and Section 7.3(c12.0(d) were not in the this Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account at the end of any Company Fiscal Year Fund fiscal year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5)Treasury Regulation Section 1.704 2, each such Member shall be specially allocated items of Company Fund income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(dparagraph 5.03(c) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 V have been tentatively made as if this Section 7.3(d) and Section 7.3(cparagraph 5.03(c) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentences of Sections 1.704-2(g)(12(g)(l) and 1.704-2(i)(5)) of the Regulations, each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible; provided, provided that however, an allocation pursuant to this Section 7.3(d10.2(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 X have been tentatively made as if Section 10.2(c) and this Section 7.3(d) and Section 7.3(c10.2(d) were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Capital Account at the end of any Company Fiscal Year which is in excess of the sum of (i) the amount such Member is obligated to restore pursuant to any provision of this Agreement restore, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Sections 1.704-2(g)(1) and 1.704-2(i)(5), each such Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d) 7.11 shall be made only if and only to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 VII have been tentatively made as if this Section 7.3(d) 7.11 and Section 7.3(c) 7.10 hereof were not in the this Agreement.

Gross Income Allocation. In the event any Member has a deficit Book Capital Account at the end of any Company Fiscal Year which that is in excess of the sum of (i) the any amount such Member is obligated to restore pursuant to any provision of this Agreement Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Tax Regulations Sections §§ 1.704-2(g)(1) and 1.704-2(i)(5), each such then that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that ; but an allocation pursuant to this Section 7.3(d) paragraph shall be made only if and to the extent that such Member would have a deficit Book Capital Account in excess of such sum after all other allocations provided for in this Article 7 Agreement have been tentatively made as if this Section 7.3(dSubsection 4.3(c) and Section 7.3(cthe preceding Subsection 4.3(b) were not in the Agreement.

Gross Income Allocation. In the event If any Member has a deficit Capital Account balance at the end of any Company Fiscal Year which that is in excess of the sum of (i) the amount that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentence of Treasury Regulation Sections 1.704-2(g)(11.7042(g)(1) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d4.3(d) shall be made only if and to the extent that such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 IV have been tentatively made as if this Section 7.3(dSections 4.3(c) and Section 7.3(c4.3(d) were not in the this Agreement.

Gross Income Allocation. In the event that any Member has a deficit Capital Account at the end of any Company Fiscal Year which that is in excess of the sum of (i) the amount that such Member is obligated to restore pursuant to any provision of this Agreement and (ii) the amount such that the Member is deemed to be obligated to restore pursuant to Regulations the penultimate sentence of Treasury Regulation Sections 1.704-2(g)(1) and 1.704-2(i)(5(i)(5), each such that Member shall be specially allocated items of Company income and gain in the amount of such excess as quickly as possible, provided that an allocation pursuant to this Section 7.3(d3.4(d) shall be made only if and to the extent that -------------- such Member would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article 7 III have been tentatively made as if this Section 7.3(d------- 3.4(c) and Section 7.3(c3.4(d) were not in the Agreement.. -----------------