uch allocation, minus (ii) such Member's or Assignee's share of Company minimum gain and Member nonrecourse debt minimum gain determined pursuant to Treasury Regulation Sections 1.704-2(gX1) and 1.704-2(iX5), computed immediately prior to the hypothetical sale of assets. Adjustments shall be made in the allocations of profi

d to restore to the Partnership within the meaning of Treasury Regulation Section 1.704- 1(b)(2)(iiXc) or is deemed obligated to restore pursuant to Treasury Regulation Sections EFTA00806034 CONFIDENTIAL 1.704-2(g) and 1.704-2(i)(5) and decreasing it by the amounts specified in Treasury Regulation Sections 1.704-1(b)(2)(

ursuant to an In- Kind Exchange Distribution shall be treated as a distribution of an undivided interest in the Partnership's assets as described in Treasury Regulation Sections 1.704-4(cX6) and 1.737-2(dX4). (b) If any Partner or Partners are treated for United States federal income tax purposes as realizing ordinary inco