Common use of Tax and Accounting Matters Clause in Contracts

Tax and Accounting Matters. (a) The Partnership will be on the accrual basis for both tax and accounting purposes. (b) The Partnership books and records shall be prepared in accordance with either tax accounting principles, consistently applied, or generally accepted accounting principles, consistently applied, as the General Partner shall determine in its sole discretion. Such books and records shall be audited by a firm of independent certified public accountants as determined by the General Partner at such times as the General Partner may determine, and the expenses of all such audits shall be borne by the Partnership; provided, however that if the Partnership makes an election under Section 754 of the Code, any Partner receiving an adjustment in tax basis in Partnership Assets by application of Section 743 of the Code shall bear that portion of the accounting and audit expenses as is properly attributable to the calculation of such basis adjustment and the maintenance of the accounts with respect thereto. (c) All federal and state income tax returns of the Partnership shall be prepared under the direction of the General Partner, and all tax audits and litigation shall be conducted under the direction of the General Partner. The General Partner is hereby designated as the “tax matters partner” for the Partnership (as such term is defined in Section 6231(a)(7) of the Code). (d) The fiscal year of the Partnership shall end on the 31st day of December in each year. (e) The Partnership shall invest its funds in such interest bearing or non-interest bearing accounts as the General Partner shall determine from time to time.

Tax and Accounting Matters. (a) The Partnership will be on the accrual basis for both tax and accounting purposes. (b) The Partnership books and records shall be prepared in accordance with either tax accounting principles, consistently applied, or generally accepted accounting principles, consistently applied, as the General Partner shall determine in its sole discretion. Such books and records shall be audited by a firm of independent certified public accountants as determined by the General Partner at such times as the General Partner may determine, and the expenses of all such audits shall be borne by the Partnership; provided, however that if the Partnership makes an election under Section 754 of the Code, any Partner receiving an adjustment in tax basis in Partnership Assets by application of Section 743 of the Code shall bear that portion of the accounting and audit expenses as is properly attributable to the calculation of such basis adjustment and the maintenance of the accounts with respect thereto. (c) All federal and state income tax returns of the Partnership shall be prepared under the direction of the General Partner, and all tax audits and litigation shall be conducted under the direction of the General Partner. The General Partner is hereby designated as the “"tax matters partner” " for the Partnership (as such term is defined in Section 6231(a)(7) of the Code). (d) The fiscal year of the Partnership shall end on the 31st day of December in each year. (e) The Partnership shall invest its funds in such interest bearing or non-interest bearing accounts as the General Partner shall determine from time to time.