Common use of Withholding Advances — Reimbursement of Liabilities Clause in Contracts

Withholding Advances — Reimbursement of Liabilities. Each Partner shall reimburse the Partnership for any liability with respect to Withholding Advances (including interest thereon and any expenses related thereto) required or made on behalf of or with respect to such Partner (including penalties imposed with respect thereto).

Withholding Advances — Reimbursement of Liabilities. Each Partner shall hereby agrees to reimburse the Partnership and the General Partner for any liability with respect to Withholding Advances (including interest thereon and any expenses related theretothereon) required or made on behalf of or with respect to such Partner (including penalties imposed with respect thereto)) other than Withholding Advances attributable to the General Partner’s fraud, gross negligence, willful misconduct, material violation of applicable securities laws, a material breach of the performance of its obligations under this Agreement or a material breach of fiduciary duties.