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

Allocation of Certain Withholding Taxes and Other Expenditures. (a) Withholding taxes or other tax obligations paid or incurred by the Fund, directly or indirectly, that (i) are attributable to any Shareholder or (ii) results from any Shareholder’s participation in the Fund, including, but not limited to, a Shareholder’s failure to provide any requested information under FATCA, as determined by the Board of Managers, shall be debited against the Account of such Shareholder as of the close of the Accounting Period during which the Fund pays or incurs such obligation, and any amounts then or thereafter distributable to such Shareholder shall be reduced by the amount of such taxes. If the amount of such taxes is greater than any such distributable amounts, then such Shareholder and any successor to such Shareholder’s Shares shall pay upon demand to the Fund the amount of such excess. The Fund shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Shareholder that may be eligible for such reduction or exemption; provided that in the event that the Fund determines that a Shareholder is eligible for a refund of any withholding tax, the Fund may, at the request and expense of such Shareholder, assist such Shareholder in applying for such refund. If any tax arises as a result of any Shareholder’s failure to provide information as requested under sub-clause (ii) above, to the extent possible the Fund shall allocate such tax pro-rata based on Account balance to the Shareholder(s) who did not provide the requested information and shall be debited from the Accounts of the applicable Shareholder(s) as of the close of the Accounting Period during which any such tax was paid or accrued by the Fund.

Allocation of Certain Withholding Taxes and Other Expenditures. (a) Withholding taxes or other tax obligations paid or incurred by the Fund, directly or indirectly, that (i) are attributable to any Shareholder Member or (ii) results from any ShareholderMember’s participation in the Fund, including, but not limited to, a ShareholderMember’s failure to provide any requested information under FATCA, as determined by the Board of Managers, shall be debited against the Account of such Shareholder Member as of the close of the Accounting Period during which the Fund pays or incurs such obligation, and any amounts then or thereafter distributable to such Shareholder Member shall be reduced by the amount of such taxes. If the amount of such taxes is greater than any such distributable amounts, then such Shareholder Member and any successor to such ShareholderMember’s Shares Interests shall pay upon demand to the Fund the amount of such excess. The Fund shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Shareholder Member that may be eligible for such reduction or exemption; provided that in the event that the Fund determines that a Shareholder Member is eligible for a refund of any withholding tax, the Fund may, at the request and expense of such ShareholderMember, assist such Shareholder Member in applying for such refund. If any tax arises as a result of any ShareholderMember’s failure to provide information as requested under sub-clause (ii) above, to the extent possible the Fund shall allocate such tax pro-rata based on Account balance to the Shareholder(sMember(s) who did not provide the requested information and shall be debited from the Accounts of the applicable Shareholder(sMember(s) as of the close of the Accounting Period during which any such tax was paid or accrued by the Fund.

Allocation of Certain Withholding Taxes and Other Expenditures. (a) Withholding taxes or other tax obligations paid or incurred by the Fund, directly or indirectly, that (i) are attributable to any Shareholder Member or (ii) results from any ShareholderMember’s participation in the Fund, including, but not limited to, a ShareholderMember’s failure to provide any requested information under FATCA, as determined by the Board of Managers, shall be debited against the Account of such Shareholder Member as of the close of the Accounting Period during which the Fund pays or incurs such obligation, and any amounts then or thereafter distributable to such Shareholder Member shall be reduced by the amount of such taxes. If the amount of such taxes is greater than any such distributable amounts, then such Shareholder Member and any successor to such ShareholderMember’s Shares shall pay upon demand to the Fund the amount of such excess. The Fund shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Shareholder Member that may be eligible for such reduction or exemption; provided that in the event that the Fund determines that a Shareholder Member is eligible for a refund of any withholding tax, the Fund may, at the request and expense of such ShareholderMember, assist such Shareholder Member in applying for such refund. If any tax arises as a result of any ShareholderMember’s failure to provide information as requested under sub-clause (ii) above, to the extent possible the Fund shall allocate such tax pro-rata based on Account balance to the Shareholder(sMember(s) who did not provide the requested information and shall be debited from the Accounts of the applicable Shareholder(sMember(s) as of the close of the Accounting Period during which any such tax was paid or accrued by the Fund.

Allocation of Certain Withholding Taxes and Other Expenditures. (a) Withholding taxes or other tax obligations paid or incurred by the Fund, directly or indirectly, that are (i) are attributable to any Shareholder Member or (ii) results from any Shareholder’s Member's participation in the Fund, including, but not limited to, a Shareholder’s Member's failure to provide any requested information under FATCA, as determined by the Board of Managers, shall be debited against the Account of such Shareholder Member as of the close of the Accounting Period accounting period during which the Fund pays or incurs such obligation, and any amounts then or thereafter distributable to such Shareholder Member shall be reduced by the amount of such taxes. If the amount of such taxes is greater than any such distributable amounts, then such Shareholder Member and any successor to such ShareholderMember’s Shares shall pay upon demand to the Fund Fund, as a Capital Contribution to the Fund, the amount of such excess. The Fund shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Shareholder Member that may be eligible for such reduction or exemption; provided that in the event that the Fund determines that a Shareholder Member is eligible for a refund of any withholding tax, the Fund may, at the request and expense of such ShareholderMember, assist such Shareholder Member in applying for such refund. If any tax arises as a result of any Shareholder’s Member's failure to provide information as requested under sub-clause (ii) above, to the extent possible the Fund shall allocate such tax pro-rata based on Account balance to the Shareholder(sMember(s) who did not provide the requested information and shall be debited from the Accounts of the applicable Shareholder(sMember(s) as of the close of the Accounting Period accounting period during which any such tax was paid or accrued by the Fund.

Allocation of Certain Withholding Taxes and Other Expenditures. (a) Withholding taxes or other tax obligations paid or incurred by the Fund, directly or indirectly, that (i) are attributable to any Shareholder or (ii) results from any Shareholder’s 's participation in the Fund, including, but not limited to, a Shareholder’s 's failure to provide any requested information under FATCA, as determined by the Board of Managers, shall be debited against the Account of such Shareholder as of the close of the Accounting Period during which the Fund pays or incurs such obligation, and any amounts then or thereafter distributable to such Shareholder shall be reduced by the amount of such taxes. If the amount of such taxes is greater than any such distributable amounts, then such Shareholder and any successor to such Shareholder’s 's Shares shall pay upon demand to the Fund the amount of such excess. The Fund shall not be obligated to apply for or obtain a reduction of or exemption from withholding tax on behalf of any Shareholder that may be eligible for such reduction or exemption; provided that in the event that the Fund determines that a Shareholder is eligible for a refund of any withholding tax, the Fund may, at the request and expense of such Shareholder, assist such Shareholder in applying for such refund. If any tax arises as a result of any Shareholder’s 's failure to provide information as requested under sub-clause (ii) above, to the extent possible the Fund shall allocate such tax pro-rata based on Account balance to the Shareholder(s) who did not provide the requested information and shall be debited from the Accounts of the applicable Shareholder(s) as of the close of the Accounting Period during which any such tax was paid or accrued by the Fund.