1.51 "Class D Common Measuring Date" means the date on which the Falcon
Contributed Interest is contributed to the Company and Class D Common Units are
issued by the Company to FHGLP pursuant to the Falcon Purchase Agreement.
1.52 "Class D Common Member" means any Member holding and to the extent it
holds Class D Common Units.
1.53 "Class D Common Units" means any Unit denominated "Class D Common."
1.54 "Code" means the Internal Revenue Code of 1986, as amended from time
to time, the provisions of succeeding law, and to the extent applicable, the
1.55 "Combined Book Profits" and "Combined Book Losses" mean, for any
Allocation Period, an amount equal to the Company's Net Profits or Net Losses
for such Allocation Period, with the following adjustment: all items of Company
deduction for Depreciation that are specially allocated pursuant to Section
6.3.7 hereof shall be taken into account in computing Combined Book Profits or
Combined Book Losses.
1.56 "Common Members" means Members holding and to the extent they hold
1.57 "Common Units" means any Unit denominated "Common," including Class A
Common Units, Class B Common Units, Class C Common Units, Class D Common Units,
and any Units so designated that may be hereafter issued by the Company.
1.58 "Company" has the meaning set forth in the preamble to this Agreement.
1.59 "Company Minimum Gain" has the meaning ascribed to the term
"Partnership Minimum Gain" in Regulations Section 1.704-2(d).
1.60 "Company Notice" has the meaning set forth in Section 7.3.2 of this
1.61 "Depreciation" means, for each Allocation Period, an amount equal to
the Code Section 704(b) book depreciation, amortization, or other cost recovery
deduction with respect to an asset for such Allocation Period, determined under
the rules of Regulations Section 1.704-1(b)(2)(iv)(g)(3) or, if applicable, in
the manner described in Regulations Section 1.704-3(d)(2).
1.62 "Depreciation Allocations" has the meaning set forth in Section 6.5.1
of this Agreement.
1.63 "Effective Time" has the meaning set forth in the preamble to this
1.64 "Election Notice" has the meaning set forth in Section 7.3.3 of this