Common use of Partnership Representative Clause in Contracts

Partnership Representative. (a) Sxxxxx X. Xxxxxx is designated as the “partnership representative” (the “Partnership Representative”) as provided in Code Section 6223(a) (or under any applicable state or local law providing for an analogous capacity). Notwithstanding anything herein to the contrary, any expenses incurred by the Partnership Representative in carrying out its responsibilities and duties in such capacity under this Agreement shall be an expense of the Partnership for which the Partnership Representative shall be reimbursed by the Partnership. The General Partners shall have the power to designate a successor Partnership Representative and, if a successor Partnership Representative is not an individual, to appoint an individual (the “Designated Individual”) meeting the requirements of Treasury Regulation Section 301.6223-1(c)(3) as the sole person authorized to represent the Partnership Representative in audits and other proceedings governed by Code Sections 6221 through 6241 (together with any regulatory or other administrative guidance promulgated thereunder, and any successor provisions, the “Partnership Tax Audit Rules”), as permitted by the Partnership Audit Rules.

Partnership Representative. (a) Sxxxxx Xxxxxx X. Xxxxxx is designated as the “partnership representative” (the “Partnership Representative”) as provided in Code Section 6223(a) (or under any applicable state or local law providing for an analogous capacity). Notwithstanding anything herein to the contrary, any expenses incurred by the Partnership Representative in carrying out its responsibilities and duties in such capacity under this Agreement shall be an expense of the Partnership for which the Partnership Representative shall be reimbursed by the Partnership. The General Partners shall have the power to designate a successor Partnership Representative and, if a successor Partnership Representative is not an individual, to appoint an individual (the “Designated Individual”) meeting the requirements of Treasury Regulation Section 301.6223-1(c)(3) as the sole person authorized to represent the Partnership Representative in audits and other proceedings governed by Code Sections 6221 through 6241 (together with any regulatory or other administrative guidance promulgated thereunder, and any successor provisions, the “Partnership Tax Audit Rules”), as permitted by the Partnership Audit Rules.