LIMITATION ON ALLOCATIONS. Any Net Losses or items of loss or deduction allocated to a Limited Partner pursuant to this Article III shall not exceed the maximum amount of such items that can be allocated without causing the Partner to have a negative Capital Account balance, after giving effect to the following adjustments: (a) debit to such Capital Account balance the items described in Regulations Sections 1.704-1(b)(2)(ii)(d)(4), (5) and (6), and (b) credit to such Capital Account balance the sum of (i) the amount that the Partner is obligated to restore to the capital of the Partnership, and (ii) the amount that the Partner is deemed to restore pursuant to Regulations Section 1.704- 1(b)(2)(ii)(c)(1) and (2). The Partnership shall allocate all Net Losses or items of loss or deduction in excess of the limitations set forth in this Section 3.03 first to any Limited Partners to whom the limitation in the preceding sentence does not apply, in proportion to their respective Allocation Percentages. Any Net Losses that the Partnership cannot allocate to any Limited Partner as a result of the limitation set forth in the first sentence of this Section 3.03 shall be allocated to the General Partner.
Appears in 1 contract
Sources: Limited Partnership Agreement
LIMITATION ON ALLOCATIONS. Any Net Losses or items of loss or deduction allocated to a Limited Partner pursuant to this Article III shall not exceed the maximum amount of such items that can be allocated without causing the Partner to have a negative Capital Account balance, after giving effect to the following adjustments: (a) debit to such Capital Account balance the items described in Regulations Sections 1.704-1(b)(2)(ii)(d)(4), (5) and (6), and (b) credit to such Capital Account balance the sum of (i) the amount that the Partner is obligated to restore to the capital of the Partnership, and (ii) the amount that the Partner is deemed to restore pursuant to Regulations Section 1.704- 1.704-1(b)(2)(ii)(c)(1) and (2). The Partnership shall allocate all Net Losses or items of loss or deduction in excess of the limitations set forth in this Section 3.03 first to any Limited Partners to whom the limitation in the preceding sentence does not apply, in proportion to their respective Allocation Percentages. Any Net Losses that the Partnership cannot allocate to any Limited Partner as a result of the limitation set forth in the first sentence of this Section 3.03 shall be allocated to the General Partner.
Appears in 1 contract
Sources: Limited Partnership Agreement
LIMITATION ON ALLOCATIONS. Any Net Losses or items of loss or deduction allocated to a Limited Partner pursuant to this Article III shall not exceed the maximum amount of such items that can be allocated without causing the Partner to have a negative Capital Account balance, after giving effect to the following adjustments: (a) debit to such Capital Account balance the items described in Regulations Sections 1.704-1.704- 1(b)(2)(ii)(d)(4), (5) and (6), and (b) credit to such Capital Account balance the sum of (i) the amount that the Partner is obligated to restore to the capital of the Partnership, and (ii) the amount that the Partner is deemed to restore pursuant to Regulations Section 1.704- 1.704-1(b)(2)(ii)(c)(1) and (2). The Partnership shall allocate all Net Losses or items of loss or deduction in excess of the limitations set forth in this Section 3.03 first to any Limited Partners to whom the limitation in the preceding sentence does not apply, in proportion to their respective Allocation Percentages. Any Net Losses that the Partnership cannot allocate to any Limited Partner as a result of the limitation set forth in the first sentence of this Section 3.03 shall be allocated to the General PartnerGP.
Appears in 1 contract
Sources: Limited Partnership Agreement