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80A - JOINT - LOAN AGMT AMCAL
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80A - JOINT - LOAN AGMT AMCAL
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Last modified
2/2/2017 4:09:44 PM
Creation date
2/2/2017 3:55:17 PM
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City Clerk
Doc Type
Agenda Packet
Agency
Community Development
Item #
80A
Date
2/7/2017
Destruction Year
2022
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7.1.6. "Invested Capital Balance" shall be the amount of a Partner's <br />Invested Capital, plus the amount of any additional capital contributed by such Partner and reduced <br />by the amount of cash distributed to such Partner pursuant to any provision of Paragraph 7.10 <br />(entitled "Distributions of Cash from Operations "), Paragraph 7.11 (entitled Distribution of Cash <br />from Capital Event) and subparagraph 113.3. <br />7.2. Allocation of Losses. For all Accounting Periods on a cumulative basis, <br />except as otherwise specifically provided in this Agreement (including without limitation the <br />provisions of Paragraphs 7.5 [entitled "Minimum Gain "], 7.6 [entitled "Recourse Debt Loss <br />Allocation "]), 7.8 [entitled "Qualified Income Offset "], 7.12 [entitled "Allocations for Contributed <br />Property; IRC Section 754 Adjustments "] and 7.15 [entitled "Revaluation Adjustment "]) <br />(collectively such Paragraphs 7.5, 7.6, 7.8, 7.12 and 7.15 allocations shall be referred to as the <br />"Required Allocations "), all losses (including all expense items separately stated on the <br />Partnership's tax return) of the Partnership shall be allocated to the Partners in proportion to their <br />then Partnership's Interests as set forth on Exhibit "A ". <br />7.3. Allocation of Profits. For each Accounting Period, except as otherwise <br />specifically provided in this Agreement (including without limitation the provisions of Paragraphs <br />7.5 [entitled "Minimum Gain "], 7.7 [entitled "Allocation of Ordinary Income "], 7.8 [entitled <br />"Qualified Income Offset "], 7.12 [entitled "Allocations for Contributed Property; IRC Section 754 <br />Adjustments "] and 7.15 [entitled "Revaluation Adjustment "]), all profits and gains (collectively <br />"profits ") (including all income items separately stated on the Partnership's tax return) of the <br />Partnership shall be allocated to the Partners as follows: <br />7.3.1. First, if profits arise from the sale or other disposition of property <br />with respect to which an investment tax credit was previously claimed, profits equal to the amount <br />by which the basis of such property was reduced as a result of such claimed investment tax credit <br />shall be allocated among the Partners in the same manner as such investment tax credit was <br />previously allocated; <br />7.3.2. Second, to the same Partners, in the same amounts and in the same <br />order of allocation as losses were theretofore allocated pursuant to Paragraph 7.2 (entitled <br />"Allocation of Losses ") and the Required Allocations, less the amount, if any, of profits previously <br />allocated under this subparagraph 73.2 and /or the Required Allocations; and <br />7.3.3. Thereafter, to the Partners in proportion to their then Partnership <br />Interests as set forth on Exhibit "A ". <br />7.3.4, Notwithstanding anything to the contrary contained in this <br />Agreement and except as provided in subparagraph 7.5.2 and 7.8.1, in the event any profits from <br />the sale or other disposition of all or any portion of the Partnership's assets constitute interest <br />income (including "imputed interest "), such interest income, for each year, shall be allocated among <br />the Partners pro rata based upon the amount of deferred principal proceeds (exclusive of "imputed <br />interest ") received by each of the Partners pursuant to Paragraph 7.10 (entitled "Distributions of <br />1nitlal LP Agteement - Santa Ana 9.1.159.1.15 <br />5 <br />80A -104 <br />
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