Common use of Allocation of Certain Withholding Taxes and Other Expenditures Clause in Contracts

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the General Partner, without limitation of any other rights of the Partnership or the General Partner, will cause the amount of the obligation to be debited against the Capital Account of the Partner when the Partnership pays the obligation, and any amounts then or in the future distributable to the Partner will be reduced by the amount of the taxes. If the amount of the taxes is greater than any distributable amounts, then the Partner and any successor to the Partner’s Units will pay to the Partnership as a Capital Contribution, upon demand by the General Partner, the amount of the excess. A General Partner will not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the reduction or exemption, except that, in the event that the General Partner determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the Partner, assist the Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will be charged to only those Partners on whose behalf the payments are made or whose particular circumstances gave rise to such payments. The charges will be debited from the Capital Accounts of the Partners as of the close of the Fiscal Period during which the items were paid or accrued by the Partnership.

Appears in 25 contracts

Samples: Limited Partnership Agreement (Hatteras Core Alternatives TEI Institutional Fund, L.P.), Agreement of Limited Partnership (Hatteras Core Alternatives Fund, L.P.), Agreement of Limited Partnership (Hatteras Core Alternatives Institutional Fund, L.P.)

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Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the General Partner, without limitation of any other rights of the Partnership or the General Partner, will cause the amount of the obligation to be debited against the Capital Account of the Partner when the Partnership pays the obligation, and any amounts then or in the future distributable to the Partner will be reduced by the amount of the taxes. If the amount of the taxes is greater than any distributable amounts, then the Partner and any successor to the Partner’s Units 's Interest or portion of an Interest will pay to the Partnership as a Capital Contribution, upon demand by the General Partner, the amount of the excess. A General Partner will not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the reduction or exemption, except that, in the event that the General Partner determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the Partner, assist the Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will be charged to only those Partners on whose behalf the payments are made or whose particular circumstances gave rise to such payments. The charges will be debited from the Capital Accounts of the Partners as of the close of the Fiscal Period during which the items were paid or accrued by the Partnership.

Appears in 12 contracts

Samples: Limited Partnership Agreement (Endowment Master Fund L P), Limited Partnership Agreement (Endowment Master Fund L P), Limited Partnership Agreement (Hatteras Multi-Strategy Fund II, L.P.)

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership Fund incurs a withholding tax or other tax obligation with respect to the share of Partnership Fund income allocable to any PartnerMember, then the General PartnerBoard, without limitation of any other rights of the Partnership Fund or the General PartnerBoard, will shall cause the amount of the such obligation to be debited against the Capital Account of the Partner such Member when the Partnership Fund pays the such obligation, and any amounts then or in the future thereafter distributable to the Partner will such Member shall be reduced by the amount of the such taxes. If the amount of the such taxes is greater than any such distributable amounts, then the Partner such Member and any successor to the Partner’s Units will such Member's Interest shall pay to the Partnership Fund as a Capital Contributioncontribution to the capital of the Fund, upon demand by of the General PartnerFund, the amount of the such excess. A General Partner will The Fund shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner Member that may be eligible for the such reduction or exemption; provided, except that, that in the event that the General Partner Fund determines that a Partner Member is eligible for a refund of any withholding tax, the General Partner Fund may, at the request and expense of the Partnersuch Member, assist the Partner such Member in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the PartnershipFund, to the extent determined by the General Partner Board to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the PartnersMembers, will shall be charged to only those Partners Members on whose behalf the such payments are made or whose particular circumstances gave rise to such payments. The Such charges will shall be debited from the Capital Accounts of the Partners such Members as of the close of the Fiscal Period during which the any such items were paid or accrued by the PartnershipFund.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (Pw Sequoia Fund LLC), Limited Liability Company Operating Agreement (Db Hedge Strategies Fund LLC), Limited Liability Company Operating Agreement (Mount Yale Opportunity Fund, LLC)

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership Fund incurs a withholding tax or other tax obligation with respect to the share of Partnership Fund income allocable to any Partner, then the General Partner, without limitation of any other rights of the Partnership Fund or the General Partner, will shall cause the amount of the such obligation to be debited against the Capital Account of the such Partner when the Partnership Fund pays the such obligation, and any amounts then or in the future thereafter distributable to the such Partner will shall be reduced by the amount of the such taxes. If the amount of the such taxes is greater than any such distributable amounts, then the such Partner and any successor to the such Partner’s Units will 's Interest shall pay to the Partnership Fund as a Capital Contributioncontribution to the capital of the Fund, upon demand by to the General Partner, the amount of the such excess. A General Partner will shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the such reduction or exemption, except that, ; provided that in the event that the General Partner determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the such Partner, assist the such Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the PartnershipFund, to the extent determined by the General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will shall be charged to only those Partners on whose behalf the such payments are made or whose particular circumstances gave rise to such payments. The Such charges will shall be debited from the Capital Accounts of the such Partners as of the close of the Fiscal Period during which the any such items were paid or accrued by the PartnershipFund.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Gam Avalon Multi Technology Lp), Limited Partnership Agreement (Gam Avalon Multi-Europe Lp), Limited Partnership Agreement (Gam Avalon Multi-Global Lp)

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the General Partner, without limitation of any other rights of the Partnership or the General Partner, will cause the amount of the obligation to be debited against the Capital Account of the Partner when the Partnership pays the obligation, and any amounts then or in the future distributable to the Partner will be reduced by the amount of the taxes. If the amount of the taxes is greater than any distributable amounts, then the Partner and any successor to the Partner’s Units 's Interest or portion of an Interest will pay to the Partnership as a Capital Contribution, upon demand by the General Partner, the amount of the excess. A General Partner will not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the reduction or exemption, except that, in the event that the General Partner determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the Partner, assist the Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will be charged to only those Partners on whose behalf the payments are made or whose particular circumstances gave rise to such payments. The charges will be debited from the Capital Accounts of the Partners as of the close of the Fiscal Incentive Period during which the items were paid or accrued by the Partnership.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Morgan Stanley Institutional Fund of Hedge Funds Lp), Limited Partnership Agreement (Morgan Stanley Institutional Fund of Hedge Funds Lp)

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the General Partner, without limitation of any other rights of the Partnership or the General Partner, will cause the amount of the obligation to be debited against the Capital Account of the Partner when the Partnership pays the obligation, and any amounts then or in the future distributable to the Partner will be reduced by the amount of the taxes. If the amount of the taxes is greater than any distributable amounts, then the Partner and any successor to the Partner’s Units Interest or portion of an Interest will pay to the Partnership as a Capital Contribution, upon demand by the General Partner, the amount of the excess. A General Partner will not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the reduction or exemption, except that, in the event that the General Partner determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the Partner, assist the Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will be charged to only those Partners on whose behalf the payments are made or whose particular circumstances gave rise to such payments. The charges will be debited from the Capital Accounts of the Partners as of the close of the Fiscal Period during which the items were paid or accrued by the Partnership.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Hatteras Master Fund, L.P.), Limited Partnership Agreement (Endowment Master Fund L P)

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Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the Corporate General Partner, without limitation of any other rights of the Partnership or the General PartnerPartners, will shall cause the amount of the such obligation to be debited against the Capital Account of the such Partner when the Partnership pays the such obligation, and any amounts then or in the future thereafter distributable to the such Partner will shall be reduced by the amount of the such taxes. If the amount of the such taxes is greater than any such distributable amounts, then the such Partner and any successor to the such Partner’s Units will 's Interest shall pay to the Partnership as a Capital Contribution, upon demand by of the Corporate General Partner, the amount of the such excess. A The Corporate General Partner will shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the such reduction or exemption; provided, except that, that in the event that the Corporate General Partner determines that a Partner is eligible for a refund of any withholding tax, the Corporate General Partner may, at the request and expense of the such Partner, assist the such Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the Corporate General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will shall be charged to only those Partners on whose behalf the such payments are made or whose particular circumstances gave rise to such payments. The Such charges will shall be debited from the Capital Accounts of the such Partners as of the close of the Fiscal Period during which the any such items were paid or accrued by the Partnership.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Levco Zero Coupon Put Fund I Lp), Limited Partnership Agreement (Levco Put Fund I L P)

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the General PartnerManager, without limitation of any other rights of the Partnership or the General PartnerPartners, will shall cause the amount of the such obligation to be debited against the Capital Account of the such Partner when the Partnership pays the such obligation, and any amounts then or in the future thereafter distributable to the such Partner will shall be reduced by the amount of the such taxes. If the amount of the such taxes is greater than any such distributable amounts, then the such Partner and any successor to the such Partner’s Units will 's Interest shall pay to the Partnership as a Capital Contributioncontribution to the capital of the Partnership, upon demand by of the General PartnerManager, the amount of the such excess. A General Partner will The Manager shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the such reduction or exemption; provided, except that, that in the event that the General Partner Manager determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the Partner, assist the Partner in applying for such refund.any (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the General Partner Manager to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will shall be charged to only those Partners on whose behalf the such payments are made or whose particular circumstances gave rise to such payments. The Such charges will shall be debited from the Capital Accounts of the such Partners as of the close of the Fiscal Period during which the any such items were paid or accrued by the Partnership.

Appears in 1 contract

Samples: Limited Partnership Agreement (Troon Partners Lp)

Allocation of Certain Withholding Taxes and Other Expenditures. (a) If the Partnership incurs a withholding tax or other tax obligation with respect to the share of Partnership income allocable to any Partner, then the General Partner, without limitation of any other rights of the Partnership or the General Partner, will cause the amount of the obligation to be debited against the Capital Account of the Partner when the Partnership pays the obligation, and any amounts then or in the future distributable to the Partner will be reduced by the amount of the taxes. If the amount of the taxes is greater than any distributable amounts, then the Partner and any successor to the Partner’s Units Interest or portion of an Interest will pay to the Partnership as a Capital Contribution, upon demand by the General Partner, the amount of the excess. A General Partner will not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Partner that may be eligible for the reduction or exemption, except that, in the event that the General Partner determines that a Partner is eligible for a refund of any withholding tax, the General Partner may, at the request and expense of the Partner, assist the Partner in applying for such refund. (b) Except as otherwise provided for in this Agreement and unless prohibited by the 1940 Act, any expenditures payable by the Partnership, to the extent determined by the General Partner to have been paid or withheld on behalf of, or by reason of particular circumstances applicable to, one or more but fewer than all of the Partners, will be charged to only those Partners on whose behalf the payments are made or whose particular circumstances gave rise to such payments. The charges will be debited from the Capital Accounts of the Partners as of the close of the Fiscal Incentive Period during which the items were paid or accrued by the Partnership.

Appears in 1 contract

Samples: Limited Partnership Agreement (Morgan Stanley Institutional Fund of Hedge Funds Lp)

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