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60 <br />~~--= QQ493F <br />21.9 The term "Preference" means (A} in the <br />case of the Limited Partners, 448 of the sum of fx} the <br />Unrecovered Capital of the Partners and (y} the Partners' <br />Arrearage and {8) in the case of the General Partners, the <br />sum of (x) 1$ of the Unrecovered Capital of the Partners, <br />(y) 18 of the Partners' Arrearage, and (z} the General <br />Partners' Priority. <br />22. Captions. Ali section and article titles or <br />captions contained in this Agreement and the table of con- <br />tents, if any, are for convenience only and shall not be <br />deemed a part of this Agreement. <br />23. Agreement with Respect to_Partnership Status. <br />23.1 Each General Partner hereby agrees that <br />if at arty time during the terra of this Agreement there is no <br />ind.vidual General Partner and the General Partners shall <br />fail to meet the then published requirements of the Internal <br />Revenue Service With regard to corporate general partners <br />in order to insure that the Partnership will be taxable as <br />such and not as an association taxable as a corporation <br />{including any such requireaents og the Internal Revenue <br />Service for issuing advance rulings), including, but not <br />limited to, any net worth or non-affiliation requirements, <br />then, in such event. from and after the date of such fail- <br />t~ <br />~: _ ~ (..~ <br /> <br />