Common use of Partnership Expenses Clause in Contracts

Partnership Expenses. (a) The Partnership shall bear and be charged with the following costs and expenses of the Partnership paid or payable to third parties (and shall promptly reimburse the Managing General Partner or its Affiliates, as the case may be, to the extent that any of such costs and expenses are paid to third parties directly by such entities) (the “Partnership Expenses”): (i) fees and expenses for attorneys and accountants; (ii) all out-of-pocket costs and expenses, if any, incurred by the Partnership in developing, negotiating, structuring and organizing any Operating Company; (iii) the costs of any litigation, D&O liability or other insurance and indemnification or extraordinary expense or liability relating to the affairs of the Partnership; (iv) expenses of liquidating the Partnership; (v) any taxes, fees or other governmental charges levied against the Partnership and all expenses incurred in connection with any tax audit, investigation, settlement or review of the Partnership; and (vi) the out-of-pocket expenses of the members of the Advisory Committee reimbursable under Section 5.4(f) to the extent such expenses are not reimbursed by an Operating Company. (b) Partnership Expenses may be allocated among the Partnership’s investments in a manner reasonably determined by the Managing General Partner. Partners may be required to make Capital Contributions to the extent of their Unfunded Commitments for the payment of such Partnership Expenses to the extent the Partnership does not have sufficient funds to pay such expenses.

Appears in 4 contracts

Samples: Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc)

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Partnership Expenses. (a) The Partnership shall bear and be charged with the following costs and expenses of the Partnership paid or payable to third parties (and shall promptly reimburse the Managing General Partner or its Affiliates, as the case may be, to the extent that any of such costs and expenses are paid to third parties directly by such entities) (the "Partnership Expenses"): (i) fees and expenses for attorneys and accountants; (ii) all out-of-pocket costs and expenses, if any, incurred by the Partnership in developing, negotiating, structuring and organizing any Operating Company; (iii) the costs of any litigation, D&O liability or other insurance and indemnification or extraordinary expense or liability relating to the affairs of the Partnership; (iv) expenses of liquidating the Partnership; (v) any taxes, fees or other governmental charges levied against the Partnership and all expenses incurred in connection with any tax audit, investigation, settlement or review of the Partnership; and (vi) the out-of-pocket expenses of the members of the Advisory Committee reimbursable under Section 5.4(f) to the extent such expenses are not reimbursed by an Operating Company. (b) Partnership Expenses may be allocated among the Partnership’s 's investments in a manner reasonably determined by the Managing General Partner. Partners may be required to make Capital Contributions to the extent of their Unfunded Commitments for the payment of such Partnership Expenses to the extent the Partnership does not have sufficient funds to pay such expenses.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Hines Real Estate Investment Trust Inc), Limited Partnership Agreement (Hines Real Estate Investment Trust Inc)

Partnership Expenses. (a) The Partnership shall bear and be charged with the following costs and expenses of the Partnership paid or payable to third parties (and shall promptly reimburse the Managing General Partner or its Affiliates, as the case may be, to the extent that any of such costs and expenses are paid to third parties directly by such entities) (the “Partnership Expenses”): ): (i) fees and expenses for attorneys and accountants; ; (ii) all out-of-pocket costs and expenses, if any, incurred by the Partnership in developing, negotiating, structuring and organizing any Operating Company; ; (iii) the costs of any litigation, D&O liability or other insurance and indemnification or extraordinary expense or liability relating to the affairs of the Partnership; ; (iv) expenses of liquidating the Partnership; ; (v) any taxes, fees or other governmental charges levied against the Partnership and all expenses incurred in connection with any tax audit, investigation, settlement or review of the Partnership; and and (vi) the out-of-pocket expenses of the members of the Advisory Committee reimbursable under Section 5.4(f) to the extent such expenses are not reimbursed by an Operating Company. (b) Partnership Expenses may be allocated among the Partnership’s investments in a manner reasonably determined by the Managing General Partner. Partners may be required to make Capital Contributions to the extent of their Unfunded Commitments for the payment of such Partnership Expenses to the extent the Partnership does not have sufficient funds to pay such expenses.. SECTION 7.5

Appears in 1 contract

Samples: Limited Partnership Agreement

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Partnership Expenses. (a) The Partnership shall bear and be charged with the following costs and expenses of the Partnership paid or payable to third parties (and shall promptly reimburse the Managing General Partner or its Affiliates, as the case may be, to the extent that any of such costs and expenses are paid to third parties directly by such entities) (the “Partnership Expenses”): (ia) fees and expenses for attorneys and accountants; (iib) all out-of-pocket costs and expenses, if any, incurred by the Partnership in developing, negotiating, structuring and organizing any Operating Company; (iiic) the costs of any litigation, D&O liability or other insurance and indemnification or extraordinary expense or liability relating to the affairs of the Partnership; (ivd) expenses of liquidating the Partnership; (ve) any taxes, fees or other governmental charges levied against the Partnership and all expenses incurred in connection with any tax audit, investigation, settlement or review of the Partnership; and (vif) the out-of-pocket expenses of the members of the Advisory Committee reimbursable under Section 5.4(f) to the extent such expenses are not reimbursed by an Operating Company. (b) Partnership Expenses may be allocated among the Partnership’s investments in a manner reasonably determined by the Managing General Partner. Partners may be required to make Capital Contributions to the extent of their Unfunded Commitments for the payment of such Partnership Expenses to the extent the Partnership does not have sufficient funds to pay such expenses.

Appears in 1 contract

Samples: Limited Partnership Agreement (Hines Real Estate Investment Trust Inc)

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