Limitation on Loss Allocations. Notwithstanding anything in this Agreement to the contrary, no Losses or item of deduction shall be allocated to a Partner if such allocation would cause the Capital Account of such Partner to have a deficit in excess of the sum of (a) the amount of additional capital such Partner would be required to contribute to the Partnership if the Partnership were to dissolve on the last day of the accounting period to which such allocation relates plus (b) such Partner's distributive share of Partnership Minimum Gain as of the last day of such accounting period, determined pursuant to Regulations Section 1.704-2(g)(1), plus (c) such Partner's share of Partner Minimum Gain as of the last day of such year, determined pursuant to Regulation Section 1.704-2(i)(5). Any amounts not allocated to a Partner pursuant to the limitations set forth in this paragraph shall be allocated to the other Partners to the extent possible without violating the limitations set forth in this paragraph. For purposes of the foregoing provisions, the balance of a Partner's Capital Account shall be determined after reducing such Capital Account by (i) all anticipated allocations of loss or deduction pursuant to Sections 704(e)(2) and 706(d) of the Code, and Section 1.751-1(b)(2)(ii) of the Regulations, and (ii) anticipated distributions to such Partner to the extent such anticipated distributions exceed anticipated increases to such Partner's Capital Account during or prior to the year of distribution (other than increases which may not be taken into account pursuant to Section 1.704-1(b)(2)(ii)(d)(6) of the Regulations).
Limitation on Loss Allocations. Notwithstanding anything in this Operating Agreement to the contrary, no loss or item of deduction shall be allocated to a Member if such allocation would cause such Member to have an Adjusted Capital Account Deficit as of the last day of the Fiscal Year or other period to which such allocation relates. Anyamounts not allocated to a Member pursuant to the limitations set forth in this paragraph shall be allocated to the other Members to the extent possible without violating the limitations set forth in this paragraph, and any amounts remaining to be allocated shall be allocated among the Members in accordance with their Ownership Percentages. A Member’s Capital Account balance shall not be reduced below zero in connection with the allocation of the basis attributable to a charitable donation of all or any portion of the Property.
Limitation on Loss Allocations. The Losses allocated to any Member pursuant to Section 7.1(b) with respect to any Fiscal Year shall not exceed the maximum amount of Losses that can be so allocated without causing such Member to have an Adjusted Capital Account Deficit at the end of such Fiscal Year if any other Member has a positive Capital Account balance. All Losses in excess of the limitation set forth in this Section 7.1(c)(i) shall be allocated (1) first, to those Members who will not be subject to this limitation, in the ratio that their Membership Interests bear to each other, and (2) second, any remaining amount to the Members in the manner required by the Code and the Regulations.
Limitation on Loss Allocations. The Losses allocated pursuant to Section 3.2(b) hereof and the next sentence of this Section 3.2(c) to any Partner shall not exceed the maximum amount of Losses that may be allocated to such Partner without causing such Partner to have an Adjusted Capital Account Deficit at the end of such fiscal year. All Losses in excess of the limitation in this Section 3.2(c) shall be allocated solely to the other Partners in proportion to their respective Percentage Interests. If no other Partner may receive an additional allocation of Losses pursuant to the preceding sentence of this Section 3.2(c), such additional Losses not allocated pursuant to Section 3.2(b) of this Agreement to or the preceding sentence shall be allocated solely to the General Partner.
Limitation on Loss Allocations. If any allocation of Net Losses would cause a Partner to have an Adjusted Capital Account Deficit, those Net Losses instead shall be allocated to the other Partners pro rata until their Capital Accounts have been reduced to zero, and any remaining Net Losses will be allocated to each Partner in accordance with its respective interest in the Partnership, as determined by the General Partner and subject to the requirements of the Code and the Regulations.
Limitation on Loss Allocations. If any allocation of Losses would cause a Member to have an Adjusted Capital Account Deficit, those Losses instead shall be allocated to the other Members Pro Rata.
Limitation on Loss Allocations. The Losses allocated to any Member pursuant to Section 7.1(b) with respect to any Fiscal Year shall not exceed the maximum amount of Losses that can be so allocated without causing such Member to have an Adjusted Capital Account Deficit at the end of such Fiscal Year. All items of loss or deduction in excess of the limitation set forth in this Section 7.1(c)(i) shall be allocated first, to the Member who will not be subject to this limitation, and second, any remaining amount to the Members in the manner required by the Code and the Regulations. To the extent that items of loss and deduction are allocated pursuant to this Section 7.1(c)(i) to a Member, such Member shall be allocated a corresponding amount of income and gain as may be available in the earliest subsequent Fiscal Year to offset such allocation of loss and deduction.
Limitation on Loss Allocations. With respect to any Shareholder, notwithstanding the provisions of Section 6.1(b), the amount of Loss for any Fiscal Year that would otherwise be allocated to a Shareholder under Section 6.1(b) shall not be so allocated if to do so would cause or increase a deficit balance in such Shareholder's Capital Account in excess of such Shareholder's share of Fund Minimum Gain (including such Shareholder's share of Shareholder Nonrecourse Debt Minimum Gain) plus his exposure with respect to debt or other obligations or liabilities of the Fund as of the last day of such Fiscal Year. Any Loss in excess of the limitation set forth in the preceding sentence shall be allocated among the Shareholders, pro rata, to the extent each, respectively, is liable or exposed with respect to any debt or other obligations or liabilities of the Fund. For purposes of this Section 6.7(f), a Shareholder's Capital Account shall be computed as of the last day of such Fiscal Year in the manner provided in Section 6.1 or 6.2 (as applicable), but shall be reduced for the items described in Treasury Regulations Section 1.704-1(b)(2)(ii)(d)(4), (5) and (6).
Limitation on Loss Allocations. To the extent any Losses allocated to a Partner under Section 6.2.1 would cause such Partner to have an Adjusted Capital Account Deficit, such Losses shall not be allocated to such Partner and instead shall be allocated to the other Partner to the maximum extent that such losses may be allocated to such other Partner without causing such other Partner to have an Adjusted Capital Account Deficit. Thereafter, any further Losses for the Fiscal Year shall be allocated in accordance with the Partners’ Percentage Interests.
Limitation on Loss Allocations. The Losses allocated pursuant to Section 10.2(b) shall not exceed the maximum amount of Losses that can be allocated without causing any Member to have a deficit balance in such Member’s Capital Account at the end of any Fiscal Year (decreased by the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations 1.704-2(g)(1) and 1.704-2(i)(5), and increased by the items set forth in Treasury Regulations 1.704-1(b)(2)(ii)(d)(4), (5) or (6)). All Losses in excess of the limitations set forth in this paragraph shall be allocated among the Members, pro rata, to the extent each, respectively, is liable, exposed or otherwise bears the economic risk of loss with respect to any debt or other obligation of the Company.
