Common use of Termination Rules Clause in Contracts

Termination Rules. In connection with a Terminating Sale or Disposition, Net Income shall be allocated as follows: (a) first, to Partners having negative capital account balances, in proportion to and to the extent of their respective negative capital account balances; (b) second, 95% to the Limited Partners and 5% to the General Partners until the capital account balance of each Limited Partner (determined after making the allocation described in Section 11.4.4 (a) but before distributing the proceeds from such sale) shall equal his Adjusted Contribution. In, the event the Net Income to be allocated to Limited Partners pursuant to this Section 11.4.4(b) shall be insufficient to bring the capital account balance of each Limited Partner to whom such allocation is required to said balance, then such Net Income shall be allocated first to Limited Partners having the smallest capital accounts per Unit so as to equalize, to the extant possible, the capital accounts per Unit of all Limited Partners; (c) third, 95% to the Limited Partners and 5% to the General Partners until the capital account balance of each Partner (determined after making the allocations described in Sections 11.4.4(a) and (b) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Partner in respect of such Terminating Sale or Disposition had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1 and 11.6.2; (d) fourth, 95% to the Limited Partners and 5% to the General Partners, until the capital account balance of each Partner (determined after making the allocations described in Sections 11.4.4(a), (b) and (c) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Partner had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1, 11.6.2 and 11.6.3; and (e) the remainder of such Net Income, if any, shall be allocated to the Partners in the ratios provided for in Section 11.6.4. The portion of the Net Income under Sections 11.4.4(c), (d) and (e) which is allocated to the Limited Partners as a group shall, to the extent of any unpaid cumulative noncompounded return of the Limited Partners under Sections 11.6.2 and 11.6.3, first be allocated among the Limited Partners in proportion to such unpaid return due each Limited Partner.

Termination Rules. In connection with a Terminating Sale or Disposition(defined in subparagraph 11.10.4(f)), Net Income shall be allocated as follows: (a) firstFirst, Net Income arising from a Terminating Sale up to an amount equal to the sum of the negative capital account balances of Partners and Unitholders having negative capital account balances, shall first be allocated to Partners and Unitholders having negative capital account balances pro rata in proportion to and to the extent of their such respective negative capital account balances; (b) secondthen, 95% to the Limited Partners and 51% to the General Partner and 99% to the Unitholders and Limited Partners until the capital account balance of each Unitholder and Limited Partner (determined after making the allocation described in Section 11.4.4Paragraph 11.10.4 (a) but before distributing the proceeds from such sale) shall equal his Adjusted ContributionInvested Capital. In, In the event the Net Income to be allocated to Limited Partners pursuant to this Section 11.4.4(bParagraph 11.10.4(b) shall be insufficient to bring the capital account balance of each Unitholder and Limited Partner to whom such allocation is required to said balance, then such Net Income shall be allocated first to Unitholders and Limited Partners having the smallest capital accounts per Unit so as to equalize, to the extant extent possible, the capital accounts per Unit of all Unitholders and Limited Partners; (c) thirdthen, 951% to the General Partners and 99% to the Limited Partners and 5% to the General Partners Unitholders until the capital account balance of each Limited Partner and Unitholder (determined after making the allocations described in Sections 11.4.4(asubparagraphs 11.10.4(a) and (b) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Limited Partner or Unitholder in respect of such Terminating Sale or Disposition had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1 and 11.6.2Paragraph 11.4.1; (d) fourththen, 95% to the Limited Partners and 5% to the General Partners, or Unitholders until the capital account balance of each Partner or Unitholder (determined after making the allocations described in Sections 11.4.4(asubparagraphs 11.10.4(a), (b) and (c) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Partner or Unitholder in respect of such Terminating Sale had the proceeds from such sale Terminating Sale been distributed pursuant to the provisions of Sections 11.6.1, 11.6.2 Paragraphs 11.4.1 and 11.6.311.4.2; and (e) the remainder of such Net Income, if any, shall be allocated 25% to the General Partners in and 75% to the ratios provided for in Section 11.6.4Limited Partners and Unitholders. The portion of the Net Income under Sections 11.4.4(c), (d) and (ethis Paragraph 11.10.4(e) which is allocated to the Limited Partners and Unitholders as a group shall, to the extent of any unpaid cumulative noncompounded return of the Limited Partners and Unitholders under Sections 11.6.2 and 11.6.3Paragraph 11.4.1, first be allocated among the Limited Partners and Unitholders in proportion to such unpaid return due to each Limited PartnerPartner and Unitholder.

Termination Rules. In connection with a Terminating Sale or Disposition, Net Income shall be allocated as follows: (a) first, to Partners having negative capital account balances, in proportion to and to the extent of their respective negative capital account balances; (b) second, 95% to the Limited Partners and 5% to the General Partners until the capital account balance of each Limited Partner (determined after making the allocation described in Section 11.4.4 (a) but before distributing the proceeds from such sale) shall equal his Adjusted Original Contribution. In, In the event the Net Income to be allocated to Limited Partners pursuant to this Section 11.4.4(b) shall be insufficient to bring the capital account balance of each Limited Partner to whom such allocation is required to said balance, then such Net Income shall be allocated first to Limited Partners having the smallest capital accounts per Unit so as to equalize, to the extant extent possible, the capital accounts per Unit of all Limited Partners; (c) third, 95% to the Limited Partners and 5% to the General Partners until the capital account balance of each Partner (determined after making the allocations described in Sections 11.4.4(a) and (b) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Partner in respect of such Terminating Sale or Disposition had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1 and 11.6.2; (d) fourth, 95% to the Limited Partners and 5% to the General Partners, until the capital account balance of each Partner (determined after making the allocations described in Sections 11.4.4(a), (b) and (c) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Partner had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1, 11.6.2 and 11.6.3; and (e) the remainder of such Net Income, if any, shall be allocated to the Partners in the ratios provided for in Section 11.6.4. The portion of the Net Income under Sections 11.4.4(c), (d) and (ethis Section 11.4.4(e) which is allocated to the Limited Partners as a group shall, to the extent of any unpaid cumulative noncompounded return of the Limited Partners under Sections 11.6.2 and 11.6.3, first be allocated among the Limited Partners in proportion to such unpaid return due each Limited Partner.