Common use of Depreciation Recapture Clause in Contracts

Depreciation Recapture. Subject to Section 5.10, if any portion of taxable gain recognized from the disposition of property by the Company represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (a) First, to the Members in proportion to the lesser of each Member’s (A) allocable share of the total taxable gain recognized from the disposition of such property and (B) share of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member has been allocated Recapture Gain equal to such lesser amount. (b) Second, the balance of Recapture Gain shall be allocated among the Members whose allocable shares of total taxable gain from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain (including Recapture Gain) from the disposition of such property; provided, however, that no Member shall be allocated Recapture Gain under this Section 5.11(b) in excess of the total taxable gain otherwise allocated to such Member from such disposition.

Depreciation Recapture. Subject to Section 5.107.6, if any portion of taxable gain Profit recognized from the disposition of property by the Company represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (a) First, to the Members in proportion to the lesser of each Member’s (Ai) allocable share of the total taxable gain Profit recognized from the disposition of such property and (Bii) share of depreciation or amortization with respect to such property (as determined in the manner provided under in Treasury Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member has been allocated Recapture Gain equal to such lesser amount. (b) Second, the balance of Recapture Gain shall be allocated among the Members whose allocable shares of total taxable gain Profit from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under in Treasury Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain Profit (including Recapture Gain) from the disposition of such property; provided, however, that no Member shall be allocated Recapture Gain under this Section 5.11(b) 7.2 in excess of the total taxable gain Profit otherwise allocated to such Member from such disposition.

Depreciation Recapture. Subject to Section 5.106.4.3, if any portion of taxable gain recognized from the disposition of property by the Company Partnership represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (a) First, to the Members Partners in proportion to the lesser of each MemberPartner’s (Ai) allocable share of the total taxable gain recognized from the disposition of such property and (Bii) share of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member Partner has been allocated Recapture Gain equal to such lesser amount. (b) Second, the balance of Recapture Gain shall be allocated among the Members Partners whose allocable shares of total taxable gain from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain (including Recapture Gain) from the disposition of such property; provided, however, that no Member Partner shall be allocated Recapture Gain under this Section 5.11(b) 6.4.2 in excess of the total taxable gain otherwise allocated to such Member Partner from such disposition.

Depreciation Recapture. Subject to Section 5.10, if any portion of taxable gain recognized from the disposition of property by the Company represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (a) First, to the Members in proportion to the lesser of each Member’s ’s (A) allocable share of the total taxable gain recognized from the disposition of such property and (B) share of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member has been allocated Recapture Gain equal to such lesser amount. (b) Second, the balance of Recapture Gain shall be allocated among the Members whose allocable shares of total taxable gain from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain (including Recapture Gain) from the disposition of such property; provided, however, that no Member shall be allocated Recapture Gain under this Section 5.11(b) in excess of the total taxable gain otherwise allocated to such Member from such disposition.

Depreciation Recapture. Subject to Section 5.105.01(g)(iii), if any portion of taxable gain recognized from the disposition of property by the Company Partnership represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (aA) First, to the Members Partners in proportion to the lesser of each MemberPartner’s (Ax) allocable share of the total taxable gain recognized from the disposition of such property and (By) share of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member Partner has been allocated Recapture Gain equal to such lesser amount. (bB) Second, the balance of Recapture Gain shall be allocated among the Members Partners whose allocable shares of total taxable gain from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain (including Recapture Gain) from the disposition of such property; provided, however, that no Member Partner shall be allocated Recapture Gain under this Section 5.11(b) 5.01(g)(ii), in excess of the total taxable gain otherwise allocated to such Member Partner from such disposition.

Depreciation Recapture. Subject to Section 5.106.4.3, if any portion of taxable gain recognized from the disposition of property by the Company represents the “"recapture” " of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“"Recapture Gain”"), such Recapture Gain shall be allocated as follows: (a) First, to the Members in proportion to the lesser of each Member’s 's (Ai) allocable share of the total taxable gain recognized from the disposition of such property and (Bii) share of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member has been allocated Recapture Gain equal to such lesser amount. (b) Second, the balance of Recapture Gain shall be allocated among the Members whose allocable shares of total taxable gain from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain (including Recapture Gain) from the disposition of such property; provided, however, that no Member shall be allocated Recapture Gain under this Section 5.11(b) 6.4.2 in excess of the total taxable gain otherwise allocated to such Member from such disposition.

Depreciation Recapture. Subject to Section 5.106.9(c), if any portion of taxable gain recognized from the disposition of property by the Company represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (ai) First, to the Members in proportion to the lesser of each Member’s (A) allocable share of the total taxable gain recognized from the disposition of such property and (B) share of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), until each such Member has been allocated Recapture Gain equal to such lesser amount. (bii) Second, the balance of Recapture Gain shall be allocated among the Members whose allocable shares of total taxable gain from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under Regulations Sections 1.1245-1(e)(2) and (3)), in proportion to their shares of total taxable gain (including Recapture Gain)) from the disposition of such property; provided, however, that no Member shall be allocated Recapture Gain under this Section 5.11(b6.9(b) in excess of the total taxable gain otherwise allocated to such Member from such disposition.

Depreciation Recapture. Subject to Section 5.107.6, if any portion of taxable gain Profit recognized from the disposition of property by the Company represents the “recapture” of previously allocated deductions by virtue of the application of Code Section 1(h)(1)(Dl(h)(l)(D), 1245 or 1250 (“Recapture Gain”), such Recapture Gain shall be allocated as follows: (a) First, to the Members in proportion to the lesser of each Member’s (Ai) allocable share of the total taxable gain Profit recognized from the disposition of such property and (Biii) share of depreciation or amortization with respect to such property (as determined in the manner provided under in Treasury Regulations Sections 1.1245-1(e)(2l(e)(2) and (3)), until each such Member has been allocated Recapture Gain equal to such lesser amount. (b) Second, the balance of Recapture Gain shall be allocated among the Members whose allocable shares of total taxable gain Profit from the disposition of such property exceed their shares of depreciation or amortization with respect to such property (as determined in the manner provided under in Treasury Regulations Sections 1.1245-1(e)(2l(e)(2) and (3)), in proportion to their shares of total taxable gain Profit (including Recapture Gain) from the disposition of such property; provided, however, that no Member shall be allocated Recapture Gain under this Section 5.11(b) 7.2 in excess of the total taxable gain Profit otherwise allocated to such Member from such disposition.