Common use of Member Minimum Gain Chargeback Clause in Contracts

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofNotwithstanding any other provision of this Article V, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearDebt, then, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(52(i), shall be specially allocated items of Company income and gain for such year Fiscal Period (and, if necessary, subsequent yearsFiscal Periods) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Treasury Regulation Sections 1.704-2(i)(4) and 1.704-2(j)(2(j)(2). This Section 6.3.B(ii5.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Treasury Regulation Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in ), notwithstanding any other provision of this Section 6.3.B(i) hereof3, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii3.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in ), notwithstanding any other provision of this Section 6.3.B(i) hereof1 to the contrary, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Company Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Company Year (and, if necessary, subsequent yearsCompany Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-1.704- 2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Agreement, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii5.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofof the Treasury Regulations, notwithstanding any other provision of Exhibit B, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5)) of the Treasury Regulations, shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse DebtGain, determined in accordance with Regulations Section 1.704-2(i)(4)) of the Treasury Regulations. Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2)) of the Treasury Regulations. This Section 6.3.B(ii(b) is intended to qualify as a “comply with the partner minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Section 1.704-2(i), 2(i)(4) of the Treasury Regulations and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofand notwithstanding any other provision of this Article VI, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in ), notwithstanding any other provision of this Section 6.3.B(i) hereof3, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii3.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.3.A(2) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if If there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany fiscal year, each Holder who Member that, as of the beginning of such year, has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(5), shall shall, subject to the exceptions provided in Treasury Regulations Section 1.704-2(f), be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent fiscal years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, Debt determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(22(i)(2). This To the extent that this Section 6.3.B(ii4.3(b) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of inconsistent with Treasury Regulations Section 1.704-2(i), and the Member Minimum Gain chargeback provided for herein shall be applied and interpreted consistently therewithin accordance with such regulation.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofNotwithstanding any other provision of this Article 5, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who Member which has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section § 1.704-2(i)(5), shall be specially allocated items of the Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Treasury Regulation § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections § 1.704-2(i)(4) and § 1.704-2(j)(22(j)(2)(ii). This Section 6.3.B(ii5.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section requirement in Treasury Regulation § 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.3.A(1) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.3.A(2) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of this ARTICLE IV, except Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof4.3(a), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who Member which has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section § 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections § 1.704-2(i)(4) and § 1.704-2(j)(22(j)(2)(ii). This Section 6.3.B(ii4.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Treasury Regulations Section § 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of Section 1.704-2(i)(4) 6.1 of this Agreement or in any other provisions of this Exhibit C (except Section 6.3.B(i) 1.A hereof), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Managing Member and Non-Managing Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 1.B is intended to qualify as a “comply with the minimum gain chargeback requirement in such Section of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith. Solely for purposes of this Section 1.B, each Member’s Adjusted Capital Account Deficit shall be determined prior to any other allocations pursuant to Section 6.1 of the Agreement or this Exhibit C with respect to such Fiscal Year, other than allocations pursuant to Section 1.A hereof.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section Regulation section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 7, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Regulation section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Regulation section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Regulation sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 7.5.2 is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section requirement in Regulation section 1.704-2(i), 2(i)(4) of the Regulations and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.3A.(1) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.3A.(2) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.4(a)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective Ho▇▇▇▇’▇ share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.4(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section section 1.704-2(i)(4) or in Section 6.3.B(i) hereofof the Regulations, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder person who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section section 1.704-2(i)(5)) of the Regulations, shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such Holderperson’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section section 1.704-2(i)(4)) of the Regulations. Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member and pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections sections 1.704-2(i)(4) and 1.704-2(j)(2)) of the Regulations. This Section 6.3.B(ii6.3(d) is intended to qualify as a “comply with the member minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section requirement in section 1.704-2(i), 2(i)(4) of the Regulations and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Agreement, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-1.704- 2(j)(2). This Section 6.3.B(ii5.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Section, if there is a net decrease in Member nonrecourse debt Minimum Gain attributable to a Member Nonrecourse Debt nonrecourse debt during any Fiscal Yearaccounting period, each Holder Person who has a share of the Member nonrecourse debt Minimum Gain attributable to such Member Nonrecourse Debtnonrecourse debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year accounting period (and, if necessary, subsequent yearsaccounting periods) in an amount equal to such Holder’s respective Person's share of the net decrease in Member nonrecourse debt Minimum Gain attributable to such Member Nonrecourse Debtnonrecourse debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder such Person pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(21.704-(j)(2). This Section 6.3.B(ii) subsection is intended to qualify as a “comply with the Minimum Gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Treasury Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to the portion of such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii7.2(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of comply with Treasury Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.;

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 4, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yeartaxable year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such taxable year (and, if necessary, subsequent taxable years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii4.4(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement set forth in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of this Agreement, or of this Section 1.704-2(i)(4) or in 2.2 except Section 6.3.B(i) hereof2.2(c), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany taxable year, each Holder Person who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holderthat Member’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant theretoGain. The items to be so allocated shall be determined in accordance with Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(2(f)(5). This Section 6.3.B(ii2.2(d) is intended to qualify as a “comply with the Member Minimum Gain chargeback requirement in such Section of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith. Solely for purposes of this Section 2.2(d), each Member’s Excess Capital Account Deficit shall be determined prior to any other allocations pursuant to this Section 2.2 with respect to such taxable year, other than allocations pursuant to Section 2.2(c) hereof.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Regulation Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provisions of this Agreement, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yeartaxable year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Regulation Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such taxable year (and, if necessary, subsequent taxable years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Regulation Section 1.704-2(i)(41.704¬2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Regulation Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 10.03 is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Regulation Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if If there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt Debt, as defined in Treasury Regulation Section 1.704- 2(i)(4), during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(4) and (5). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 8.8 is intended to qualify as a “comply with the Member Minimum Gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Treasury Regulation Section 1.704-2(i), 1.704(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any provision of this Section 1.704-2(i)(4) or in 12 to the contrary (except Section 6.3.B(i) hereof12.2.1), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany fiscal year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent years) in an amount equal to the greater of: (a) the portion of such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), that is allocable to the disposition of Company property subject to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant , and (b) if such Member would otherwise have an Adjusted Capital Account Deficit at the end of such fiscal year, an amount sufficient to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant theretoeliminate such Adjusted Capital Account Deficit. The items of income and gain to be so specially allocated pursuant to this Section 12.2.2 shall be determined in accordance with Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(22(f). This Section 6.3.B(ii) 12.2.2 is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning requirement of Regulations Section 1.704-2(i), 2(f) and shall be interpreted consistently therewith. Solely for purposes of this Section 12.2.2, each Member’s Adjusted Capital Account Deficit shall be determined prior to any other allocations pursuant to this Section 12 with respect to such fiscal year, other than allocations pursuant to Section 12.2.1 of this Agreement.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article III, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii3.04(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article III, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii3.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of this Article IV, except Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof4.04(b), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany Year or other applicable period, then, subject to the exceptions set forth in Regulation § 1.704-2(i)(4), each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Regulation § 1.704-2(i)(5), ) shall be specially allocated items of Company income and gain for such year Company Year (and, if necessary, subsequent yearsCompany Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Regulation § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Regulation § 1.704-2(i)(4). This Section 4.04(c) is intended to comply with the minimum gain chargeback requirement in Regulation § 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.4(a)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Company Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder▇▇▇▇▇▇’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.4(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if If there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt Debt, as defined in Treasury Regulation Section 1.704-2(i)(4), during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(4) and (5). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 3.7 is intended to qualify as a “comply with the Member Minimum Gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Treasury Regulation Section 1.704-2(i), 1.704(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article IV, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yeartaxable year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such taxable year (and, if necessary, subsequent taxable years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii4.6(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement set forth in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Treasury Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article X, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Non-recourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Non-recourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to the portion of such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Non-recourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii10.3(b) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of comply with Treasury Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section § 1.704-2(i)(4) or in ), notwithstanding any other provision of this Section 6.3.B(i) hereof4, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Regulation § 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections § 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) Subsection is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section § 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section § 1.704-2(i)(4) or in Section 6.3.B(i) hereof), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany taxable year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section § 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such taxable year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance a manner consistent with the provisions of Regulations Section § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(22(j)(2)(ii). This Section 6.3.B(ii6.2(b)(ii) is intended to qualify as a “chargeback of comply with the partner nonrecourse debt minimum gain,” within the meaning gain chargeback requirement of Regulations Section 1.704-2(i), § 1.704- 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section Treasury Regulation § 1.704-2(i)(4) or in ), notwithstanding any other provision of this Article 13 (other than Section 6.3.B(i) hereof13.5, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse DebtGain, determined in accordance with Regulations Section Treasury Regulation § 1.704-2(i)(5), shall be specially allocated items of Company gross income and gain for such year Fiscal Year (and, if necessary, for subsequent yearsFiscal Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse DebtGain, determined in accordance with Regulations Section Treasury Regulation § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Treasury Regulation § 1.704-2(i)(4) and Treasury Regulation § 1.704-2(j)(2). This Section 6.3.B(ii) 13.6 is intended to qualify as a “comply with the chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section gain requirement in Treasury Regulation § 1.704-2(i), 2(i)(4) and shall be applied and interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section Regulation § 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 4, if there is a net decrease in Member Minimum Gain Nonrecourse Debt minimum gain attributable to a Member Nonrecourse Debt nonrecourse debt during any Fiscal YearCompany fiscal year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debtnonrecourse debt, determined in accordance with Regulations Section Regulation § 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent fiscal years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections §§ 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii4.3(b) is intended to qualify as a “comply with the Minimum Gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section requirement in Regulation § 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 4, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(42(i) (4) and 1.704-2(j)(22(j) (2). This Section 6.3.B(ii4.2(ii) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), ) (4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.. Table of Contents

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in ), notwithstanding any other provision of this Section 6.3.B(i) hereof4, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii4.2 (b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if If there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt Debt, as defined in Treasury Regulations Section l.704- 2(i)(4), during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-1.704- 2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4) and (5). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections Section 1.704-2(i)(4). This Section A.8 is intended to comply with the Member Minimum Gain chargeback requirement in Treasury Regulations Section 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofNotwithstanding any other provision of Article V, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearDebt, then, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(52(i), shall be specially allocated items of Company income and gain for such year Fiscal Period (and, if necessary, subsequent yearsFiscal Periods) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2(j)(2). This Section 6.3.B(ii5.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section Sections 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.4(a)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder▇▇▇▇▇▇’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.4(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof6.3(a)(i), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.3(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.3(a)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Company Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.3(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Treasury Regulation Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof2(i), if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearYear or portion thereof, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, and if necessary, subsequent yearsFiscal Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(iiSECTION 10.3(f) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Treasury Regulation Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.4(a)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderH▇▇▇▇▇’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.4(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article X, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yearfiscal year of the Company, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent fiscal years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii10.3(c) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2 and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i6.3(b)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Company Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.3(b)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofabove, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(42 (i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i‎6.03(a)(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Company Year, each Holder who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder the Members and other Holders pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii5.03(a)(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), ) and shall be interpreted consistently therewith. 1 All capitalized terms in this Section 5.03 that are not otherwise defined in this Agreement shall have the meaning set forth for each such terms in Regulations Section 1.704 2.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 4, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Person who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent fiscal years) in an amount equal to such HolderPerson’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(22(i)(2). This Section 6.3.B(ii) 4.3.2 is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except Notwithstanding any other provision of this Agreement, except as otherwise provided in Treasury Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), if during a Fiscal Year there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearDebt, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii4.8(b)(iv) is intended to qualify as a “chargeback of comply with the partner nonrecourse debt minimum gain,” within the meaning gain chargeback requirement of Treasury Regulations Section 1.704-2(i), 2(i)(4) and shall will be interpreted consistently and applied in a manner consistent therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 5, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yeartaxable year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such taxable year (and, if necessary, subsequent taxable years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii4.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement set forth in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 4, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Person who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent fiscal years) in an amount equal to such HolderPerson’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-1.704- 2(j)(2). This Section 6.3.B(ii) 4.3.2 is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of this Article 4 except Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof4.2(a), if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany taxable year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section § 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section § 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections § 1.704-2(i)(4). This Section 4.2(b) is intended to comply with the “minimum gain chargeback” requirement of Regulations § 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Regulation Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof1.704 -2(i)(4), notwithstanding any other provision of this Article 3, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Person who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulation Section 1.704 -2(i)(5), shall be specially allocated items of Company income and gain for such Fiscal Year (and, if necessary, subsequent Fiscal Years) in an amount equal to such Person's share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(41.704 -2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Regulation Sections 1.704-2(i)(41.704 -2(i)(4) and 1.704-2(j)(21.704 -2(j)(2). This Section 6.3.B(ii3.5(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Regulation Section 1.704-2(i), 1.704 -2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if If there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearCompany fiscal year, within the meaning of Treasury Regulation sections 1.704-2(i)(3) and 1.704-2(k), each Holder who Member that, as of the beginning of such year, has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Treasury Regulation section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent fiscal years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, Debt determined in accordance with Regulations Section Treasury Regulation section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Treasury Regulation section 1.704-2(i)(4) and 1.704-2(j)(22(i)(2). This To the extent that this Section 6.3.B(ii3.3(b) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section inconsistent with Treasury Regulation section 1.704-2(i), and the Member Minimum Gain chargeback provided for herein shall be applied and interpreted consistently therewithin accordance with such regulation.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 10, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder who Member that has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse DebtGain, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii10.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Regulation Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in ), notwithstanding any other provision of this Section 6.3.B(i) hereof5.3, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearTaxable Period, each Holder who Member that has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Taxable Period (and, if necessary, subsequent yearsTaxable Periods) in an amount equal to such HolderMember’s respective share of the such net decrease in Member Minimum Gain attributable to such Member Nonrecourse DebtDebt during such Taxable Period, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii5.3(c)(i)(B) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement set forth in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Treasury Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article VII, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to the portion of such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii7.03(b) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of comply with Treasury Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof1.7041 (i)(4), notwithstanding any other provision of this Article IV, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Company Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(51.7042(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(41.7042(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(41.7042(i)(4) and 1.704-2(j)(21.70420)(2). This Section 6.3.B(ii4.8(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 1.7042(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in of the Regulations, notwithstanding any other provision of this Section 6.3.B(i) hereof, 8 if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yearfiscal year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5)) of the Regulations, shall be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent fiscal years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(2)) of the Regulations. This Section 6.3.B(ii8(c)(ii) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Section 1.704-2(i), 2(i)(4) of the Regulations and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Treasury Regulation Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof2(i), if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearYear or portion thereof, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, and if necessary, subsequent yearsFiscal Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii10.3(f) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Treasury Regulation Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of this except Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if there is a net decrease in Member Minimum Gain attributable to a Member Partner Nonrecourse Debt during any Fiscal Year, Year each Holder Member who has a share of the Member Minimum Gain attributable to such Member Partner Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(52(0(5), shall be specially allocated items of Company income and gain Income for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Partner Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(42(0(4). Allocations pursuant to the previous sentence shall be made first in accordance with and in the manner provided in Section to the extent possible and thereafter in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(42(0(4) and 1.704-2(j)(22(j)(2)(ii). This Section 6.3.B(ii) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(0(4) and shall be interpreted and applied in a manner consistently therewith. Solely for purposes of this Section , each Member’s net decrease in Member Minimum Gain shall be determined prior to any other allocations pursuant to this with respect to such Fiscal Year, other than allocations pursuant to Section .

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof, if If there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt Debt, as defined in Treasury Regulations Section 1.704-2(i)(4), during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section 1.704-2(i)(4) and (5). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections Section 1.704-2(i)(4). This Section A. 8 is intended to comply with the Member Minimum Gain chargeback requirement in Treasury Regulations Section 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this ARTICLE 9, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder who Member that has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse DebtGain, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii9.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of Regulations requirement in Regulation Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofand notwithstanding any other provision of this Article VI, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.2(c) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereofand notwithstanding any other provision of this Article VI, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii6.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Treasury Regulation Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 5, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Yearfiscal year, each Holder who has any Member with a share of the that Member Minimum Gain attributable to such a Member Nonrecourse Debt, Debt (as determined in accordance with Regulations under Treasury Regulation Section 1.704-2(i)(5), ) as of the beginning of the year shall be specially allocated items of Company income and gain for such fiscal year (and, if necessary, subsequent fiscal years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse DebtGain, determined in accordance with Regulations Treasury Regulation Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Treasury Regulation Sections 1.704-2(i)(42(f)(6) and 1.704-2(j)(2). This Section 6.3.B(ii5.05(b) is intended to qualify as a “comply with the partner minimum gain chargeback of partner nonrecourse debt minimum gain,” within requirements in the meaning of Treasury Regulations Section 1.704-2(i), and shall be interpreted and applied consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any ------------------------------ other provision of this Article 7 except Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof7,5(a), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5)) of the Regulations, shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(42(i)(5). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2)) of the Regulations. This Section 6.3.B(ii7.5(b) is intended to qualify as a “comply with the Member Nonrecourse Debt Minimum Gain chargeback requirement in such Sections of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article 6, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Allocation Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Allocation Year (and, if necessary, subsequent yearsAllocation Years) in an amount equal to such Holder’s respective Member's share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 6.3.2 is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in of the Regulations, notwithstanding any other provision of this Section 6.3.B(i) hereof5 except Section 5.6(a), if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Minimum Gain attributable to such Member Nonrecourse Debt, (determined in accordance with Regulations Regulation Section 1.704-2(i)(5), ) as of the beginning of such year shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Regulation Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections Section 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii5.6(b) is intended to qualify as a “comply with the minimum gain chargeback requirement in such section of partner nonrecourse debt minimum gain,” within the meaning of Regulations Section 1.704-2(i), and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of this Section 1.704-2(i)(4) or in 7 except Section 6.3.B(i) hereof7.3(a), if there is a net decrease in Member Minimum Gain attributable to a Member Partner Nonrecourse Debt during any Fiscal Year, Year each Holder Member who has a share of the Member Minimum Gain attributable to such Member Partner Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(52(0(5), shall be specially allocated items of Company income and gain Income for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Partner Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(42(0(4). Allocations pursuant to the previous sentence shall be made first in accordance with and in the manner provided in Section 7.6 to the extent possible and thereafter in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(42(0(4) and 1.704-2(j)(22(j)(2)(ii). This Section 6.3.B(ii7.3(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(0(4) and shall be interpreted and applied in a manner consistently therewith. Solely for purposes of this Section 7.3(b), each Member’s net decrease in Member Minimum Gain shall be determined prior to any other allocations pursuant to this Section 7 with respect to such Fiscal Year, other than allocations pursuant to Section 7.3(a).

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Section 1.704-2(i)(4) or in Section 6.3.B(i) hereof), and notwithstanding any other provisions of this Article IX, if there is a net decrease in Member Nonrecourse Debt Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Section 1.704-2(i)(5) of the Regulations, shall be specially allocated items of Company income and gain for such Fiscal Year (and, if necessary, subsequent Fiscal Years) in an amount equal to such Member’s share of the net decrease in Member Nonrecourse Debt Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Holder’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section Sections 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii9.3(b) is intended to qualify as a “chargeback of partner nonrecourse debt minimum gain,” within comply with the meaning Minimum Gain Chargeback requirement of Regulations Section 1.704-2(i2(i)(4), and shall be interpreted consistently therewith.therewith.‌

Member Minimum Gain Chargeback. Except as otherwise provided in Treasury Regulations Section §1.704-2(i)(4) or in Section 6.3.B(i) hereof), notwithstanding any other provision of this Article V, if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal Year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section §1.704-2(i)(5), shall be specially allocated items of Company income and gain for such year Fiscal Year (and, if necessary, subsequent yearsFiscal Years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Treasury Regulations Section §1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Treasury Regulations Sections §§1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii5.2(b) is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Treasury Regulations Section §1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith.

Member Minimum Gain Chargeback. Except as otherwise provided in Regulations Notwithstanding any other provision of Section 1.704-2(i)(4) 7.1 of this Agreement or in any other provisions of this Exhibit C (except Section 6.3.B(i) 1.A hereof), if there is a net decrease in Member Minimum Gain attributable to a Member Nonrecourse Debt during any Fiscal YearLLC taxable year, each Holder Member who has a share of the Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.7041.702-2(i)(5), shall be specially allocated items of Company LLC income and gain for such year (and, if necessary, subsequent years) in an amount equal to such HolderMember’s respective share of the net decrease in Member Minimum Gain attributable to such Member Nonrecourse Debt, determined in accordance with Regulations Section 1.704-2(i)(4). Allocations pursuant to the previous sentence shall be made in proportion to the respective amounts required to be allocated to each Holder Member pursuant thereto. The items to be so allocated shall be determined in accordance with Regulations Sections 1.704-2(i)(4) and 1.704-2(j)(2). This Section 6.3.B(ii) 1.B is intended to qualify as a “comply with the minimum gain chargeback of partner nonrecourse debt minimum gain,” within the meaning of requirement in Regulations Section 1.704-2(i), 2(i)(4) and shall be interpreted consistently therewith. Solely for purposes of the Section 1.B, each Member’s Adjusted Capital Account Deficit shall be determined prior to any other allocations pursuant to Section 7.1 of the Agreement or this Exhibit with respect to such LLC taxable year, other than allocations pursuant to Section 1.A hereof.