Capital Accounts. A separate Capital Account shall be maintained for each Member in accordance with Treasury Regulations §1.704-1(b)(2)(iv). Each Member’s Capital Account shall be # increased by: # the amount of any cash and the Gross Asset Value of property contributed to the Company by such Member. (net of liabilities secured by such contributed property that the Company is considered to assume or take subject to under Code [Section 752]), # allocations to such Member, pursuant to Article IV, of Company income and gain (or items thereof), and # to the extent not already netted out under clause (b)(ii) below, the amount of any Company liabilities assumed by the Member or which are secured by any property distributed to such Member; and # decreased by: # the amount of cash distributed to such Member by the Company, # the Gross Asset Value of property distributed to such Member (net of liabilities secured by such distributed Property that such Member is considered to assume or take subject to under Code [Section 752]), # allocations to such Member, pursuant to Article IV, of Company loss and deduction (or items thereof), and # to the extent not already netted out under clause (a)(ii) above, the amount of any liabilities of the Member assumed by the Company or which are secured by any property contributed by such Member to the Company.

Capital Accounts. A separate capital account (a “Capital Account”) shall be established and maintained for each Partner in accordance with Regulations [Section 1.704-1(b)(2)(iv)])]. If # a new or existing Partner acquires an additional Partnership Interest in exchange for more than a de minimis Capital Contribution, # the Partnership distributes to a Partner more than a de minimis amount of Partnership property as consideration for a Partnership Interest, # the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g) or (iv))])] a Partnership Interest (other than a de minimis interest) is granted as consideration for the provision of services to or for the benefit of the Partnership by an existing Partner acting in a partner capacity, or by a new Partner acting in a partner capacity in anticipation of being a Partner, the General Partner shall revalue the property of the Partnership to its fair market value (as determined by the General Partner, in its sole and absolute discretion, and taking into account Section 7701(g) of the Code) in accordance with Regulations [Section 1.704-1(b)(2)(iv)(f)])]. When the Partnership’s property is revalued by the General Partner, the Capital Accounts of the Partners shall be adjusted in accordance with Regulations [Sections 1.704-1(b)(2)(iv)(f) and (g)])])], which generally require such Capital Accounts to be adjusted to reflect the manner in which the unrealized gain or loss inherent in such property (that has not been reflected in the Capital Accounts previously) would be allocated among the Partners pursuant to Section 5.1 if there were a taxable disposition of such property for its fair market value (as determined by the General Partner, in its sole and absolute discretion, and taking into account Section 7701(g) of the Code) on the date of the revaluation.

A separate Capital Account shall be established and maintained by the Tax Matters Partner for each Member. Subject to Paragraph 3.7 of this Exhibit C and [Section 6.2] of the Agreement, each Member’s Capital Account shall be increased by # the amount of money contributed by the Member to the Company pursuant to Article V of the Agreement, # the fair market value of property contributed by the Member to the Company pursuant to Article V of the Agreement (net of liabilities secured by such contributed property that the partnership is considered to assume or take subject to under Code [Section 752]) and # allocations to the Member under Paragraphs 3.3, 3.4 and 3.5 of this Exhibit C of Company income and gain (or items thereof), including income and gain exempt from tax; and shall be decreased by # the amount of money distributed to the Member by the Company, # the fair market value of property distributed to the Member by the Company (net of liabilities secured by such distributed property and that the Member is considered to assume or take subject to under Code [Section 752]), # allocations to the Member under Paragraphs 3.3, 3.4 and 3.5 of this Exhibit C of expenditures of the Company not deductible in computing its taxable income and not properly chargeable to a Capital Account, and # allocations of Company loss and deduction (or items thereof), excluding items described in # above and percentage depletion to the extent it exceeds the adjusted tax basis of the depletable property to which it is attributable.

FibroGen Cayman will cause a separate Capital Account to be established for each Party. The Capital Account of each Party will be adjusted and maintained in accordance with Code [Section 704] and Treasury Regulations Section 1.704-1(b)(2)(iv).

Capital Accounts. A separate capital account (each, a “Capital Account”) shall be established for each Member and shall be maintained in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv) and this Section 3.3 shall be interpreted and applied in a manner consistent with such regulations. No Member shall have any obligation to restore any portion of any deficit balance in such Member’s Capital Account, whether upon liquidation of its interest in the Company, liquidation of the Company or otherwise. In accordance with Treasury Regulation Section 1.704-1(b)(2)(iv)(f), the Company may adjust the Capital Accounts of its Members to reflect revaluations (including any unrealized income, gain or loss) of the Company’s property (including intangible assets such as goodwill), whenever it issues additional interests in the Company (including any interests issued with a zero initial Capital Account), or whenever the adjustments would otherwise be permitted under such Treasury Regulation. In the event that the Capital Accounts of the Members are so adjusted, # the Capital Accounts of the Members shall be adjusted in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(g) for allocations of depreciation, depletion, amortization and gain or loss, as computed for book purposes, with respect to such property and # the Members’ distributive shares of depreciation, depletion, amortization and gain or loss, as computed for tax purposes, with respect to such property shall be determined so as to take account of the variation between the adjusted tax basis and book value of such property in the same manner as under Section 704(c) of the Code. In the event that Code [Section 704(c)] applies to property of the Company, the Capital Accounts of the Members shall be adjusted in accordance with Treasury Regulations Section 1.704-1(b)(2)(iv)(g) for allocations of depreciation, depletion, amortization, and gain and loss, as computed for book purposes with respect to such property. The Capital Accounts shall be maintained for the sole purpose of allocating items of income, gain, loss and deduction among the Members and shall have no effect on the amount of any Distributions to any Members in liquidation or otherwise. In connection with the transactions contemplated by this Agreement and the Purchase Agreement, the Capital Accounts of the Members shall be determined as of the Effective Date and the Capital Account of each Member shall be reflected on the Schedule of Members.

Capital Accounts. The Company and the Committers hereby agree that the initial Capital Account of each Committer will be as set forth on the Members Schedule attached to the LLC Agreement at the Closing.

Capital Accounts. A separate capital account (“Capital Account”) shall be maintained for each Partner.

On the Grant Date, the Member’s initial PIPR Capital Account shall have a balance of zero, provided that in the event that the Member has made a capital contribution to [[Lazard Group:Organization]] pursuant to Section 2(a) above, then the Member’s initial PIPR Capital Account balance shall equal the amount of such contribution. The Member shall not be entitled to withdraw or otherwise receive any distributions in respect of, or any return on, any PIPR Capital except as provided in the Operating Agreement.

Capital Accounts. (a) There will be established for each Holder a capital account (the “Capital Account”) on the books for the Series Pool to be maintained and adjusted pursuant to the Series Agreement, which will control (pursuant to the provisions of Article XIII) the division of Series Pool Assets upon the termination of the Series Pool and liquidation and/or distribution of the Series Pool Assets or the redemption of any Certificate. Such Capital Account will be increased by # the amount of all Capital Contributions made or deemed made by such Holder to the Series Pool pursuant to the Series Certificate Agreement, and # the allocable share of Profits, Market Discount Gains and Capital Gains of such Holder and all items in the nature of income or gain specially allocated to such Holder pursuant to [Sections 11.03 and 11.05]5]; and will be decreased by # the amount of any cash and the Fair Market Value of any non-cash assets distributed to such Holder by the Series Pool pursuant to the Series Certificate Agreement, and # the allocable share of Losses and Capital Losses of such Holder and all items in the nature of Series Pool expenses or losses which are specially allocated to such Holder pursuant to [Sections 11.04 and 11.05]5]. Freddie Mac will be responsible for the establishment and maintenance of the Capital Accounts in accordance with this [Section 11.02] and, to facilitate such establishment and maintenance, will monitor the Current Certificate Balances of Holders of Class A Certificates and Class B Certificates.

On the Grant Date, the Member’s initial PIPR Capital Account shall have a balance of zero, provided that in the event that the Member has made a capital contribution to [[Lazard Group:Organization]] pursuant to Section 2(a) above, then the Member’s initial PIPR Capital Account balance shall equal the amount of such contribution. The Member shall not be entitled to withdraw or otherwise receive any distributions in respect of, or any return on, any PIPR Capital except as provided in the Operating Agreement.