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days in such year that each was the holder of the Partnership <br />Interest transferred, without regard to the results of the <br />Partnership's operations during the period before and after such <br />assignment. The Net Profits shall be credited to the capital <br />accounts of the Partners and Net Losses shall be charged or <br />debited to such capital accounts. <br /> <br /> 4.2 Allocation of-Net Profit from. Sale. The Net Profit of <br />the Partnership as attributable to a Sale shall be allocated to <br />the Partners in proportion to their respective Percentage <br />Interests at the time of Sale. <br /> <br /> 4.3 Distribution of Net Cash Flow. The Net Cash Flow shall <br />be distributed, at lease annually, at such times as determined by <br />the Partners, to all Partners in proportion to their respective <br />Percentage Interests at the time of distribution. <br /> <br /> 4.4 Distribution of Net Cash Proceeds. Subject to the <br />provisions of Section 3.6, the Net Cash Proceeds shall be <br />distributed, at such time as dete=mined by the Partners, to all <br />Partners in proportion to their respective Percentage Interests <br />at the time of Sale or Refinancing. <br /> <br /> ARTICLE V <br /> <br />ACCOUNTING <br /> <br /> 5.l Records amd Acc~untinc}. The Partnership shall maintain <br />full and accurate books of account with respect to the <br />Partnership's business. The books of the Partnership shall be <br />kept on the cash basis for tax and Partnership purposes.and shall <br />be kept at all times at the principal office of the Partnership. <br />Each Partner shall cause to be entered in such books all <br />transactions of, or relating to, the Partnership or its business <br />effected by such Partner. Each Partner and its duly authorized <br />representative shall have access to and the right to examine and <br />copy the books of the Partnership and all other records and <br />information concerning the operation of the Partnership at <br />reasonable times. <br /> <br /> 5.2 Fiscal Year. The fiscal year of the Partnership shall <br />be the calendar year. <br /> <br /> 5.3 Bank Accounts. The Partnership shall maintain a bank <br />account or accounts in such bank or banks as may be agreed upon <br />by the Partners in which such account or accounts shall be <br />deposited all of the funds of the Partnership and no other funds. <br />The funds in such account or accounts shall be used. solely for <br />the business of the Partnership. Withdrawals from such accounts <br />may be made on behalf of the Partnership by any of the Partners <br />or by any other person or persons from time to time authorized by <br />the Partners. Funds not needed for immediate operations or <br /> <br /> <br />