Common use of Operating Deficits Clause in Contracts

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any the Lender or Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated from have an obligation, commencing on the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date (the "Operating Deficit Commencement Date") to advance funds to meet operating expenses, expenses and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or their Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the their Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated from for the later period commencing on the occurrence of Rental Achievement and continuing until the fifth (5th) anniversary of Rental Achievement to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expensesexpenses (including, without limitation, the Asset Management Fee up to $12,500 per annum), reserves and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes In addition, until Rental Achievement, the General Partners shall be obligated to advance funds promptly to meet any negative amount of this Section 6.10, "operating expenses" shall expressly include Cash Flow (including the Asset Management Feefunding of any reserves required hereunder or under any Project Documents) and to discharge all Partnership liabilities and obligations arising out of any casualty giving rise to insurance proceeds. In the event that the General Partners shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) if the obligations of the General Partners pursuant to this Section 6.10 remain unfulfilled after the application of clause (a) of this sentence, the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause itself or its designee to be admitted to the Partnership as additional General Partner. An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this sentence and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction TestTest (except to the extent payable from Cash Flow). All advances pursuant to this Section 6.10 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated from during the later Initial Operating Period, to occur promptly advance funds to eliminate any Operating Deficit, provided however, that the General Partner shall not be obligated to advance in excess of (i) Permanent Mortgage Commencement or (ii) an aggregate $220,000 in any one Fiscal Year. In any case in which the Admission Date General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non-interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the The Managing General Partners Partner shall be obligated from to promptly advance funds to meet operating expenses (including full payment of the Asset Management Fee and reserve deposits required pursuant to Section 6.6(e) or by any Lender or Agency) and debt service of the Partnership following the later to occur of (i) Permanent Mortgage Commencement the Admission Date or (ii) the Admission Date to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership Permanent Mortgage Commencement which exceed operating income attributable to such period and available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the Managing General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 6.13 and/or Article X to meet the obligations of the Managing General Partners Partner pursuant to this Section 6.10. Such 6.11, with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 6.13 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 6.13 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the rights set forth in Section 7.5. For the purpose of this Section 6.106.11, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the Managing General Partners Partner may in their his sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 6.11 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.X.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated from during the later Subordinated Loan Period, to occur promptly advance funds to eliminate any Operating Deficit, provided however, that the General Partner shall not be obligated to advance in excess of (i) Permanent Mortgage Commencement or (ii) $275,000. In any case in which the Admission Date General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non-interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency each Lender (if such consent shall be required under applicable Agency Lender regulations), the General Partners shall be obligated from the later to occur of (i) for a 120 month period beginning on Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expensesexpenses (including, without limitation, at least $5,000 per annum of the Asset Management Fee) and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes ; provided, however, that in no event shall the General Partners be required to advance funds in excess of this $600,000, which $600,000 includes the $97,029 reserve required by Section 6.10, "operating expenses" shall expressly include the Asset Management Fee6.5(e)(2) herein. In the event that the General Partners shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such , (including, without limitation, payment of at least $10,000 per annum of the Asset Management Fee) and debt service, with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being X, and (b) the Special Limited Partner, in its sole discretion, may cause itself or its designee to be admitted as an additional General Partner without any further action by any other Partner. Upon any such admission of an additional General Partner, each pre-existing General Partner shall be deemed satisfied to have assigned proportionally to the additional General Partner, automatically and without further action, such portion of its General Partner interest so that the additional General Partner shall receive not less than a one per cent (1%) interest in the profits, losses, tax credits, Cash Flow and Capital Transaction distributions of the Partnership in consideration of $100 and any other consideration which may be agreed upon. The pre- existing General Partners shall retain the remaining portion of the General Partners Economic Interest. An additional General Partner so admitted shall automatically become the Managing General Partner and be irrevocably delegated all of the power and authority of all of the General Partners pursuant to Section 6.13. Any such additional General Partner shall have the right to withdraw as a General Partner at any time, leaving the pre-existing General Partners once again as the only General Partners, the provisions of Article VII notwithstanding. Each Partner hereby grants to the Special Limited Partner a special power of attorney, irrevocable to the extent thereofpermitted by law and coupled with an interest, to amend the Certificate and this Agreement and to do anything else which, in the view of the Special Limited Partner, may be necessary or appropriate to accomplish the purposes of this Section 6.2(b) or to enable any additional General Partner admitted pursuant to this Section 6.2(b) to manage the business of the Partnership. The admission of the Special Limited Partner or its designee as an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall fully indemnify and hold harmless the additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner, which claims result from the actions or omissions of the General Partners prior to the admission of the additional General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day 60) day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated during the period from and after Rental Achievement (the later "Subordinated Loan Period"), to occur of (i) Permanent Mortgage Commencement or (ii) promptly advance funds to eliminate any Operating Deficit. In any case in which the Admission Date General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non- interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated during the period from Rental Achievement until the later of the third (3rd) anniversary of Rental Achievement or the closing of the New Permanent Loan (the "Subordinated Loan Period"), to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expenses, debt service and eliminate any Operating Deficit up to the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management FeeOperating Guaranty Deficit Maximum. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), shall constitute non-interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency Lender (if such consent shall be required under applicable Agency Lender regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expenses, expenses (including full payment of the Asset Management Fee) and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes Such obligation shall continue for a period of 36 months. Further, any provisions of Section 6.11(a) to the contrary notwithstanding, advances made by the General Partners prior to Permanent Mortgage Commencement to establish escrows for water or sewer expenses or otherwise to be applied on or after Permanent Mortgage Commencement to the payment of operating expenses of the Partnership shall be deemed advances under this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee6.10 to be evidenced by Subordinated Loans as hereinafter provided. In the event that the General Partners shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expensesexpenses (including, without limitation, the funding of the reserves required pursuant to Section 6.5(e) of this Agreement) and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes This obligation shall continue until 60 months after Breakeven; provided, however, that for purposes of this Section 6.106.10 only, "operating expenses" the General Partners shall expressly include be deemed to have met the Asset Management FeeGeneral Partners' replacement reserve obligation hereunder so long as replacement reserves are funded to not less than 95% of the FmHA requirements. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under pursuant to Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partners(s) . An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency FmHA (if such consent shall be required under applicable Agency FmHA regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date and continuing for a period of sixty (60) months to advance funds to meet operating expenses, expenses and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X XI to meet the obligations of the General Partners pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article XXI, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being XI shall be deemed satisfied to the extent thereofthereof (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partners(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day 60) day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any each Agency and Lender (if such consent shall be required under applicable Agency and/or Lender regulations), the Administrative General Partners Partner shall be obligated from the later to occur of for a sixty (i60) Permanent Mortgage Commencement or (ii) the Admission Date month period commencing on January 1, 1996 to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund expenses of the Partnership which exceed operating income available for the payment thereof. For Purposes the purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Feefunds required to be deposited into the Replacement Reserve pursuant to Section 6.5(d). In the event that the Administrative General Partners Partner shall fail to make any such advance advances as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the Administrative General Partners Partner (or Affiliates thereof its designee) under Section 6.12 and/or Article X to meet the obligations of the Administrative General Partners Partner pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the Administrative General Partners Partner or Affiliates thereof under Section 6.12 and/or Article X6.12, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the Administrative General Partners Partner or the Affiliates thereof pursuant to Section 6.12 and/or Article X being shall be deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day 60) day current basis. Moreover, the Administrative General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency FmHA (if such consent shall be required under applicable Agency FmHA regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement Closing or (ii) the Admission Date to advance funds to meet operating expenses, expenses (including full payment of the Reporting Fee and reserve deposits required pursuant to Section 6.5(e) or by a Lender) and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees Amounts shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent thereofpermitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expensesexpenses (including full payment of the Asset Management Fee, the Missouri Asset Management Fee and reserve deposits required pursuant to Section 6.5(e) or by any Agency or any Lender) and debt service and the Replacement Reserve Fund obligations of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance advances as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being shall be deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without with interest at the Applicable Federal Rate in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners jointly and severally shall be obligated during the period from Rental Achievement until the later third (3rd) anniversary of Rental Achievement (the "Subordinated Loan Period"), to occur promptly advance funds as a Subordinated Loan to eliminate any Operating Deficit, provided however, that the General Partner shall not be obligated to have Subordinated Loans outstanding at any one time in excess of (i) Permanent Mortgage Commencement or (ii) $250,000. In any case in which the Admission Date General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day 60)- day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non-interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency each FmHA (if such consent shall be required under applicable Agency FmHA regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to advance funds to meet operating expenses, expenses and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partners(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency MHDC (if such consent shall be required under applicable Agency MHDC regulations), the General Partners shall be obligated for a period of 120 months from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Second Admission Date to promptly advance funds to meet operating expenses, debt service and the Replacement Reserve Fund expenses of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance advances as aforesaid, the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees Amounts shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being shall be deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day 60)- day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the The General Partners shall be obligated from to promptly advance funds to meet operating expenses (including full payment of the Asset Management Fee and reserve deposits required pursuant to Section 6.7(e) or by any Lender or Agency) and debt service of the Partnership following the later to occur of (i) Permanent Mortgage Commencement the Admission Date or (ii) the Admission Date to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership Permanent Mortgage Commencement which exceed operating income attributable to such period and available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the rights set forth in Section 7.5. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied FeesAmounts) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.X.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance accor- dance with the provisions of Article X. The form and provisions of all Subordinated Subor- dinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated during the period from Rental Achievement until the later to occur of the third (i3) anniversary of Rental Achievement or the closing of the New Permanent Mortgage Commencement or Loan (ii) the Admission Date "Subordinated Loan Period"), to promptly advance funds not to exceed an amount equal to 12 months of Project Expenses, which funds shall be applied to eliminate any Operating Deficit. In any case in which the General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance its own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non- interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated from during the later Subordinated Loan Period, to occur promptly advance funds to eliminate any Operating Deficit, provided however, that the balance of (i) Permanent Mortgage Commencement or (ii) such Subordinated Loans shall not be required to exceed $300,000 at any time prior to the Admission Date first anniversary of Rental Achievement, $240,000 at any time between the first and second anniversaries of Rental Achievement, $180,000 at any time between the second and third anniversaries of Rental Achievement, $120,000 at any time between the third and fourth anniversaries of Rental Achievement, and $60,000 at any time between the fourth and fifth anniversaries of Rental Achievement. In any case in which the General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained after such additional General Partner's admission to the Partnership in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non-interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations), the General Partners shall be obligated throughout construction and stabilization and for a period continuing three years from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date Rental Achievement, to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expenses to expressly include the Asset Management FeeFee guaranteed in the amount of $500 per annum. In the event that the General Partners Part ners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Subor- dinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency each RECD (if such consent shall be required under applicable Agency RECD regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to advance funds to meet operating expenses, expenses and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X6.12, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being shall be deemed satisfied to the extent thereof. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day 60) day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency each RECD (if such consent shall be required under applicable Agency RECD regulations), the General Partners shall be obligated for a period of five years from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to advance funds to meet operating expenses, expenses and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, aforesaid the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partners(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Subor- dinated Loans shall conform to applicable rules and regulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated from to promptly advance funds to eliminate any Operating Deficit. In any case in which the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non-interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated from during the later Subordinated Loan Period, to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to promptly advance funds to meet operating expenseseliminate any Operating Deficit, debt service provided however, that the balance of such Subordinated Loans shall not be required to exceed $550,000 at any time prior to the first anniversary of Rental Achievement, $500,000 at any time between the first and second anniversaries of Rental Achievement, $450,000 at any time between the second and third anniversaries of Rental Achievement, $400,000 at any time between the third and fourth anniversaries of Rental Achievement, $350,000 at any time between the fourth anniversary of Rental Achievement and the Replacement Reserve Fund end of the Partnership which exceed operating income available for the payment thereof. For Purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management FeeSubordinated Loan Period and $150,000 at any time thereafter. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained after such additional General Partner's admission to the Partnership in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e)(i) and this Section 6.10 (including any Applied FeesAmounts) shall be constitute non-interest- bearing Subordinated Loans. Subordinated Loans repayable without interest shall be repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency (if such consent shall be required under applicable Agency regulations)Requisite Approvals, the General Partners Partner shall be obligated during the period from Rental Achievement until the later fifth (5th) anniversary of Rental Achievement (the "Subordinated Loan Period"), to occur promptly advance funds to eliminate any Operating Deficit, provided however, that the General Partner shall not be obligated to have Subordinated Loans outstanding at any one time between Rental Achievement and the third anniversary of (i) Permanent Mortgage Commencement Rental Achievement in excess of $575,000 or (ii) in excess of $250,000 between the Admission Date third anniversary of Rental Achievement and the end of the Subordinated Loan Period. In any case in which the General Partner otherwise would be required to advance funds to meet operating expenses, debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes of under this Section 6.10, "operating expenses" any amounts then held in the Operating Reserve may be released and disbursed for the purpose of eliminating the Operating Deficit before the General Partner shall expressly include the Asset Management Feebe required to advance their own funds. In the event that the General Partners Partner shall fail to make any such advance as aforesaid, (a) the Partnership shall utilize amounts (the "Applied FeesAmounts") otherwise payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners Partner pursuant to this Section 6.10. Such , with such utilization of Applied Fees shall also constitute Amounts constituting payment and satisfaction of the corresponding amounts payable to the General Partners Partner or its Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and with the obligation of the Partnership to make such installment payments to the General Partners Partner or the its Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed to have been satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partner(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and shall be delegated all of the powers and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall indemnify and hold harmless the additional General Partner from and against any and all Adverse Consequences sustained in connection with the additional General Partner's status as a General Partner (other than Adverse Consequences arising solely out of the negligence or misconduct of such additional General Partner). For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners Partner may in their its sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to Section 6.5(e) and this Section 6.10 (including any Applied Fees) Amounts), except advances from the Operating Reserve, shall constitute non- interest-bearing Subordinated Loans. Subordinated Loans shall be Subordinated Loans repayable without interest repaid in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to any applicable rules and regulationsRegulations.

Operating Deficits. Subject to the prior written consent of any Agency each RECD (if such consent shall be required under applicable Agency RECD regulations), the General Partners shall be obligated from the later to occur of (i) Permanent Mortgage Commencement or (ii) the Admission Date to advance funds to meet operating expenses, expenses and debt service and the Replacement Reserve Fund of the Partnership which exceed operating income available for the payment thereof. For Purposes purposes of this Section 6.10, "operating expenses" shall expressly include the Asset Management Fee. In the event that the General Partners shall fail to make any such advance as aforesaid, the Partnership shall utilize amounts (the "Applied Fees") otherwise payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X to meet the obligations of the General Partners pursuant to this Section 6.10. Such utilization of Applied Fees shall also constitute payment and satisfaction of the corresponding amounts payable to the General Partners or Affiliates thereof under Section 6.12 and/or Article X, with the proceeds thereof being applied to such obligations, and the obligation of the Partnership to make such installment payments to the General Partners or the Affiliates thereof pursuant to Section 6.12 and/or Article X being deemed satisfied to the extent thereofthereof and (b) the Special Limited Partner shall have the option, exercisable in its sole discretion, to cause it or one or more of its designees to be admitted to the Partnership as additional General Partners(s). An additional General Partner so admitted shall automatically, without the need for any further action by any Partner, become the Managing General Partner and be delegated all of the power and authority of all of the General Partners pursuant to Section 6.13, and each Partner hereby grants to any such additional General Partner a power of attorney, coupled with an interest and irrevocable to the extent permitted by law, to execute and deliver any and all instruments and documents which it believes to be necessary or appropriate in order to accomplish the purposes of this Section 6.10 and to manage the business of the Partnership. The admission of an additional General Partner shall not relieve any other General Partner of any of its economic obligations hereunder, and each other General Partner shall fully indemnify and hold harmless each additional General Partner from and against any and all losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained in connection with its capacity as a General Partner. For the purpose of this Section 6.10, all expenses shall be paid on a sixty (60)-day current basis. Moreover, the General Partners may in their sole discretion at any time advance funds to the Partnership to pay operating expenses and/or debt service of the Partnership in order to facilitate the Partnership's compliance with the Rent Restriction Test. All advances pursuant to this Section 6.10 (including any Applied Fees) shall be Subordinated Loans repayable without interest in accordance with the provisions of Article X. The form and provisions of all Subordinated Loans shall conform to applicable rules and regulations.