Common use of Designated Securities Clause in Contracts

Designated Securities. The General Partner may, in its discretion, elect to designate an Asset as a Designated Security. Notwithstanding the provisions of Section 3.4 above, items of income, gains, losses, deduction, credit and expense that relate to a Designated Security shall be allocated to Capital Accounts in such percentages as the General Partner shall reasonably determine (taking into account each Limited Partner’s Guidelines, regulatory restrictions and other items deemed relevant by the General Partner). Whenever the Partnership makes an investment that is in a Designated Security or whenever an existing investment is first designated as a Designated Security by the General Partner, the Partnership shall establish a Sub-Account with respect to each Partner that participates in such Designated Security to reflect such Partner’s Capital Account’s pro rata share of all allocations and distributions attributable to transactions involving such Designated Security. If the General Partner determines that an investment no longer warrants treatment as a Designated Security or that a Partner may or must participate at a different percentage, the General Partner will either deem such investment no longer to be a Designated Security or reallocate the interests in the Designated Security to reflect the change in ownership percentage. In the event of a withdrawal request by a Partner pursuant to Section 5.2, the Partnership shall have the discretion to effect such withdrawal request first out of the Partner’s Capital Account (excluding the Designated Securities Sub-Account) and then out of the Designated Security Sub-Account. The Investment Advisor, in its sole discretion, may waive or reduce the Management Fee with respect to a Limited Partner’s interest in certain Designated Securities selected by the Investment Advisor.