Expenses of the Partnership. (a) All expenses of the Partnership shall be billed directly to and paid by the Partnership.
(b) Except in extraordinary circumstances, neither the Investment General Partner nor any Affiliate thereof shall be permitted to contract or otherwise deal with the Partnership for the sale of goods or services or the lending of money to the Partnership or the General Partners, except for (i) management services, subject to the restrictions set forth in Article XI, (ii) loans made by, or guaranteed by, the Investment General Partner or any of its Affiliates and (iii) those dealings, contracts or provision of services described in the Investment Partnership Agreement. Extraordinary circumstances shall only be presumed to exist where there is an emergency situation requiring immediate action and the services required are not immediately available from unaffiliated parties. All services rendered under such circumstances must be rendered pursuant to a written contract which must contain a clause allowing termination without penalty on sixty (60) days' notice. Goods and services provided under such circumstances must be provided at the lesser of actual cost or the price charged for such goods or services by independent parties.
(c) In the event that extraordinary circumstances arise, the Investment General Partner and its Affiliates may provide construction services in connection with the Apartment Complex. Neither the Investment General Partner nor any of its Affiliates shall provide such services unless it believes it has an adequate staff to do so and unless such provision of goods and construction services is part of its ordinary and ongoing business in which it has previously engaged, independent of the activities of the Investment Limited Partner. Any such services must be reasonable for and necessary to the Partnership, actually furnished to the Partnership, and provided at the lower of one hundred percent (100%) of the construction contract rate with respect to the Apartment Complex or ninety percent (90%) of the competitive price charged for such services by independent parties for comparable goods and services in the same geographic location (except that in the case of transfer agent, custodial and similar banking-type fees, and insurance fees, the compensation, price or fee shall be at the lesser of costs or the compensation, price or fee of any other Person rendering comparable services as aforesaid). Cost of services as used herein means the pro rata cost ...
Expenses of the Partnership. The General Partner is entitled to reimbursement by the Partnership only from the assets of the Partnership for all reasonable out-of-pocket costs and expenses (inclusive of applicable taxes) that are incurred by the General Partner on behalf of the Partnership in the ordinary course of business or other costs and expenses incidental to acting as general partner so long as the General Partner is not in default of its obligations hereunder. Such costs and expenses shall include reimbursement for any overhead costs or costs of personnel of the General Partner and its affiliated companies (other than the Advisor) which provide time and services to the Partnership. It is expected that these reimbursable costs and expenses will include, without limitation:
(a) newswire, mailing, printing and other expenses for press releases incurred in connection with the Partnership’s continuous disclosure obligations;
(b) the Partnership’s share of the costs of providing, operating and staffing business offices and providing administrative, management and accounting services, determined by the General Partner acting reasonably and in good faith;
(c) fees and disbursements payable to CDS or the Registrar and Transfer Agent for performing certain financial, record-keeping, reporting and general administrative services;
(d) fees and disbursement payable to the Auditors, legal advisors and other specialized consultants or professional service providers of the Partnership;
(e) taxes, other than income taxes, related to such costs and expenses and any regulatory filing fees;
(f) any reasonable out-of-pocket expenses incurred by the General Partner or its agents in connection with their ongoing obligations to the Partnership, including travelling, sales and marketing expenses;
(g) expenses relating to meetings of the Limited Partners;
(h) the fees payable to the Board of Directors of the General Partner, and the costs of obtaining and keeping in force directors and officers liability insurance coverage, in such amounts as the Board of Directors of the General Partner may determine to be reasonable from time to time, for the directors and officers of the General Partner;
(i) any out-of-pocket expenditures which the General Partner may incur in connection with evaluating development opportunities for Buildings and other investments and acquiring and developing properties; and
(j) any expenditures which may be incurred in connection with the dissolution of the Partnership and implemen...
Expenses of the Partnership. The Partnership shall pay, and the General Partner shall not be obligated to pay, all expenses incurred by or on behalf of the Partnership. The General Partner may, in its discretion, advance funds to the Partnership for the payment of these expenses and shall be entitled to the reimbursement of any funds so advanced.
Expenses of the Partnership. The Partnership (or the Investment Entities, as applicable) shall bear all expenses in any Fiscal Year (other than those expressly related to the duties of the General Partner for which it receives the GP Fees pursuant to Section 6.4(a) above), including Unrelated Third Party expenses relating to the performance of those duties described in clauses (xii), (xviii) and (xxv) of Section 6.3(a), Section 6.3(d), Section 6.3(e), Section 6.8 and expenses associated with any transactions outside the Partnership’s (or the Investment Entities’) general day-to-day operations, such as due diligence and other pursuit costs, any acquisitions, development activities, financing transactions, sales of assets, mergers, acquisitions and the like (such as accounting, engineering, consulting, environmental consulting, entitlement, brokerage, financing, legal costs and expenses), and including, without limitation, construction, repairs, replacements, the preparation of financial statements, property-level audits, annual valuations, tax returns and K-1s and tax compliance activities for the Investment Entities (collectively, “Partnership Expenses”); provided, however, that a reasonable allocation of the internal time of employees of the General Partner or its Affiliates for legal services, coordinating annual valuations, tax and REIT compliance activities, financing activities and the preparation of reporting packages or reconciliations, in each case in respect of the Investment Entities or the Investments, shall be deemed to be Partnership Expenses to the extent such expenses are included in the Approved Partnership Budget or otherwise Approved by the Executive Committee, it being understood that the General Partner shall have no obligation to oversee or provide the foregoing activities unless there exists an Approved Partnership Budget for the internal time of employees of the General Partner or its Affiliates performing the same. Notwithstanding the foregoing, any costs or expenses incurred by the Partnership or the Investment Entities in connection with establishing and maintaining the REIT status of the Investment Entities shall be borne entirely by the BCIMC Limited Partner, except to the extent the Sell-Down Transferee requires similar REIT services and structural considerations, in which case, such costs and expenses shall be borne by the Partnership.
Expenses of the Partnership. All expenses properly incurred by the Partnership, including expenses relating to services performed by accountants, shall be billed directly to and paid by the Partnership. Reasonable third-party expenses incurred by the General Partner in connection with the formation or administration of the Partnership shall be reimbursed to the General Partner by the Partnership upon presentation of an invoice therefor including, but not limited to (i) legal, accounting and other third-party professional fees and expenses; (ii) expenses directly connected with the investigation, negotiation, acquisition, valuation, disposition and ownership of the Partnership property; and (iii) travel and related expenses attributable to the performance of its services.
Expenses of the Partnership. The Partnership shall pay all of the costs and expenses which may be incurred by the Partnership in connection with the operation of its business, including, but not limited to, (a) legal and accounting services, (b) other services rendered to the Partnership by consultants and advisors other than the General Partner, if any, (c) such administrative services as the General Partner may deem necessary or advisable, and (d) any taxes for which the Partnership may be liable.
Expenses of the Partnership. 7.1. NO COMPENSATION TO GENERAL PARTNER AS GENERAL PARTNER. The General Partner shall receive no direct compensation or fees for acting as the general partner of the Partnership.
Expenses of the Partnership. All expenses of the Partnership shall be billed directly to and paid by the Partnership.
Expenses of the Partnership. The Partnership will reimburse the Partnership GP for all direct costs and expenses incurred on the Partnership’s behalf by the Partnership GP in the performance of its duties hereunder (which costs and expenses shall be the Partnership’s responsibility). For greater certainty, such costs and expenses for which the Partnership GP is to be reimbursed include, without limitation, the Partnership’s direct general and administrative expenses, including legal and audit fees, stock exchange listings fees, fees of the Transfer Agent, Limited Partner information costs, consulting and advisory fees incurred in connection with the Partnership’s business or the evaluation of investment opportunities by the Partnership and expenses associated with the issuance of Units.
Expenses of the Partnership. Except as otherwise specifically provided by this Agreement, all reasonable expenses of the Partnership, including, but not limited to, organization, offering, and operating expenses, shall be borne by the Partnership. The General Partner and its Affiliates shall be entitled to reimbursement from the Partnership for other out-of-pocket expenses which are attributable to Partnership activities; including but not limited to the Pursuit Costs incurred by the General Partner.
