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<br />3.07. Negative Capital Accounts. <br /> <br />AI no time during the term of the Company or thereafter shaH a Member with a negative <br />balance in his or her Capital Account have any obligation to the Company or to the other <br />Members to restore such negative balance, except as may be required by law. <br /> <br />ARTICLE IV <br />PROFITS AND LOSSES; DISTRIBUTIONS <br /> <br />4.01. Allocation of Profits and Losses. <br /> <br />The Profits and Losses of the Company shall be allocated among the Members in <br />proportion to their Outstanding Percentage Interests and being 1/3 each. <br /> <br />4.02. Defenninatlon of Profits and Losses. <br /> <br />The Profits and Losses of the Company shall be detennined in accordance with the <br />accounting methods followed for federal income tax purposes and otherwise;n accordance with <br />..Ad accowding principles and pIOCedwes apptied in a consisIenl ma"..,er. An accounting shall <br />be made for each fiscal year by the accountants employed by the Company as soon as possible <br />after the close of each such fiscal year. to determine the Members~ respective shares of profits or <br />Losses of the Company, which shall be credited or debited, as the case may be. to the Members' <br />I8spective Capital Account. For fa)( purposes. allema cI income. gain. loss, deduction or credit <br />shaH be aIocated to and among the Members in the same proportion in which they share Profits <br />and Losses. <br /> <br />4.03 Cash Flow <br /> <br />Cash flow shaH be distributed among the Members in proportion to their Outstanding <br />Percentage Inter~sts, at such times as the Members may determine. <br /> <br />4.04. Right to Distributions. <br /> <br />No Member shall have the right to receive distributions of ploperty from the Company <br />unless the Members unanimously agree otherwise. <br /> <br />4.05. Minimum Gain and Qualified Income Offset. <br /> <br />Notwithstanding anything to the contrary contained in this Article IV. the allocations of <br />income or gain described in Sections 1.704-a(b)(2)(ii)(d) (last paragraph) and 1.704-2(f) of the <br />RegulationS shall be made in 1he ciroumstances descIi)ed in such sections of such Regulations <br />or any suooessor provisions thereto. This Section 4.05 is intended to constitute a qualified <br />income offset provision and minimum gain charge back provision under such sections of such <br />Regulations and shall be so interpreted for all purposes. <br /> <br />-6- <br />