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Partners as tenants -in- common. For purposes of making such distribution only, the unrealized <br />profit or loss on any such asset (based on its fair market value) shall be first allocated among the <br />Partners and the distribution of the asset shall be treated as a distribution of cash equal to the fair <br />market value of such asset. <br />11.5. Liquidation of Partner's Interest. Upon liquidation of any Partner's <br />interest in the Partnership, the liquidation distributions shall be made in accordance with the <br />positive Capital Account balances of the Partners adjusted as otherwise required by the provisions <br />of this Agreement. A liquidation of a Partner's interest shall occur as required pursuant to Treasury <br />Regulations Section 1.704 -1 (b)(2)(ii)(g), <br />11,6. Reconstitution of Partnership. The Limited Partners may, upon the <br />occurrence of any of the events described in paragraphs 8.3.6 or 11. 1, reconstitute the business of <br />the Partnership in a new limited partnership on the terms as this Agreement provided that if all of <br />the General Partner cease to be a General Partner other than pursuant to subdivision (b), (c) or (d) of <br />Section 15642 of the Act, and there is no remaining or surviving General Partner, admission of a <br />new General Partner or a decision to continue the Partnership business by reconstituting the <br />Partnership must be approved by the affirmative vote of all of the Limited Partners. Expenses <br />incurred in the reformation, or attempted reformation, of the Partnership shall be deemed expenses <br />of the Partnership. <br />11.7. Partnership Assets. Each partner shall look solely to the assets of the <br />Partnership for the return of his investment, and if the assets of the Partnership remaining after the <br />discharge of all debts and liabilities of the Partnership are insufficient to return the investment of <br />each Limited Partner, such Limited Partner shall have no recourse against the Administrative <br />General Partners or any other Limited Partner, <br />12. Books and Records. The Administrative General Partner shall keep at the <br />partnership's office the following Partnership documents; <br />12.1. A current list of the full name, and last known business or residence address <br />of each Partner, together with the contribution and share in profits and losses of each partner. <br />12.2. A copy of the Certificate of Limited Partnership and all Certificates of <br />Amendment, and executed copies of any powers of attorney pursuant to which any certificate has <br />been executed. <br />12.3. Copies of the Partnership's federal, state and local income tax or information <br />returns and reports, if any, for the 6 most recent taxable years, <br />12.4. Copies of the original Agreement and all Amendments to the Agreement. <br />12.5. Financial statements of the Partnership for the 6 most recent fiscal years. <br />IniLial LP agmeemOnL - Santa A l 9.1.159.1.15 <br />as <br />80A -117 <br />