This Agreement constitutes the entire agreement of the Parties relating to the Tax Partnership and the Designated Property, and supersedes all prior contracts or agreements with respect thereto, whether oral or written.
On completion of the distribution of Partnership assets as provided in this Agreement, the Tax Partnership shall be considered terminated.
The books of account for the Tax Partnership shall be maintained on an accrual basis in accordance with the terms of this Agreement, except that the Capital Accounts of the Parties shall be maintained in accordance with Exhibit D.
The accounting year of the Tax Partnership shall be the calendar year.
Except for CWEI, each Party irrevocably waives any right it may have to maintain any action for partition of the property of the Tax Partnership.