Common use of Allocations Causing Negative Capital Accounts Clause in Contracts

Allocations Causing Negative Capital Accounts. Notwithstanding Section 9.2, to the extent that any allocation of Net Loss to a Shareholder would reduce such Shareholder's Capital Account balance (determined after taking into account all prior distributions and all prior allocations of Net Income and Net Loss) below zero or would increase the negative balance in such Shareholder's Capital Account at a time when another Shareholder has a positive Capital Account balance, such Net Loss shall instead be allocated pro rata to Shareholders having positive Capital Account balances in proportion to their respective positive Capital Account balances until such Capital Account balances are reduced to zero, provided, however, that in no event shall there be a reallocation of any item of income, gain, loss or deduction allocated among the Shareholders pursuant to this Trust Agreement for prior years. If the provisions of this Section 9.5 prohibit the allocation of any portion of Net Loss to every Shareholder, such portion of the Net Loss shall instead be allocated to the Manager. For purposes of determining a Shareholder's Capital Account balance under this Section 9.5, Distributions made prior to or contemporaneous with any allocation to a Shareholder shall be reflected in such Shareholder's Capital Account prior to making such allocation to such Shareholder. For purposes of this Section 9.5, a Shareholder's Capital Account shall be reduced for:

Allocations Causing Negative Capital Accounts. Notwithstanding Section 9.2, to the extent that any allocation of Net Loss to a Shareholder would reduce such Shareholder's Capital Account capital account balance (determined after taking into account all prior distributions and all prior allocations of Net Income and Net Loss) below zero or would increase the negative balance in such Shareholder's Capital Account capital account at a time when another Shareholder has a positive Capital Account capital account balance, such Net Loss shall instead be allocated pro rata to Shareholders having positive Capital Account capital account balances in proportion to their respective positive Capital Account capital account balances until such Capital Account capital account balances are reduced to zero, provided, however, that in no event shall there be a reallocation of any item of income, gain, loss or deduction allocated among the Shareholders pursuant to this Trust Agreement for prior years. If the provisions of this Section 9.5 prohibit the allocation of any portion of Net Loss to every Shareholder, such portion of the Net Loss shall instead be allocated to the Manager. For purposes of determining a Shareholder's Capital Account balance under this Section 9.5, Distributions made prior to or contemporaneous with any allocation to a Shareholder shall be reflected in such Shareholder's Capital Account capital account prior to making such allocation to such Shareholder. For purposes of this Section 9.5, a Shareholder's Capital Account shall be reduced for:

Allocations Causing Negative Capital Accounts. Notwithstanding Section 9.210.1, to if the extent that capital accounts of all Limited Partners are not equal on a per Unit basis and if any Notwithstanding any other provision of this Section 10, if any allocation of Net Loss to a Shareholder would reduce such Shareholder's Capital Account balance cause the negative capital account balances of all Partners having negative capital accounts (determined after taking into account all prior distributions and all prior tax allocations theretofore made) to exceed the Partnership's minimum gain determined at the close of the period in respect of which such Net Income and Net Loss) below zero Loss is to be allocated, then to the extent that any such allocation would cause the capital account balance of any Limited Partner to be negative (or would increase the negative balance in such Shareholderof a Limited Partner's Capital Account capital account) at a time when another Shareholder no other Limited Partner has a positive Capital Account capital account balance, such Net Loss shall instead be allocated pro rata to Shareholders having positive Capital Account balances in proportion to their respective positive Capital Account balances until such Capital Account balances are reduced to zero, provided, however, that in no event shall there be a reallocation of any item of income, gain, loss or deduction allocated among the Shareholders pursuant to this Trust Agreement for prior years. If the provisions of this Section 9.5 prohibit the allocation of any portion of Net Loss to every Shareholder, such portion of the Net Loss shall instead be allocated to the ManagerGeneral Partner. For purposes of determining a Shareholder's Capital Account capital account balance of a Partner under this Section 9.510.2, Distributions made prior to or contemporaneous with any allocation of Net Income or Net Loss to a Shareholder Partner shall be reflected in such ShareholderPartner's Capital Account capital account prior to making such allocation to such ShareholderPartner. The term "minimum gain" shall have the meaning ascribed to such term under Treasury Regulations as proposed, reproposed or adopted (as the case may be) under Code Section 704 (currently, the excess of the outstanding principal balance of Partnership indebtedness over the adjusted basis of the assets securing such indebtedness). For purposes of this Section 9.510.2, a Shareholder's Capital Account the capital account balance of each Partner shall be reduced for:

Allocations Causing Negative Capital Accounts. Notwithstanding Section 9.2, to the extent that any allocation of Net Loss to a Shareholder would reduce such Shareholder's ’s Capital Account balance (determined after taking into account all prior distributions and all prior allocations of Net Income and Net Loss) below zero or would increase the negative balance in such Shareholder's ’s Capital Account at a time when another Shareholder has a positive Capital Account balance, such Net Loss shall instead be allocated pro rata to Shareholders having positive Capital Account balances in proportion to their respective positive Capital Account balances until such Capital Account balances are reduced to zero, provided, however, that in no event shall there be a reallocation of any item of income, gain, loss or deduction allocated among the Shareholders pursuant to this Trust Agreement for prior years. If the provisions of this Section 9.5 prohibit the allocation of any portion of Net Loss to every Shareholder, such portion of the Net Loss shall instead be allocated to the ManagerManager(s). For purposes of determining a Shareholder's ’s Capital Account balance under this Section 9.5, Distributions made prior to or contemporaneous with any allocation to a Shareholder shall be reflected in such Shareholder's ’s Capital Account prior to making such allocation to such Shareholder. For purposes of this Section 9.5, a Shareholder's ’s Capital Account shall be reduced for: