Common use of Required Withdrawals Clause in Contracts

Required Withdrawals. The Managing General Partner may, in its sole discretion, require a Limited Partner to withdraw all or any part of its Capital Account balance(s) at any time, for any reason or no reason. The Managing General Partner also may require a Limited Partner to withdraw all or any part of its Capital Account balance(s) immediately in the event that the Managing General Partner, in its sole discretion, determines that (i) the Limited Partner or any Indirect Investor has made a material omission or material misstatement of fact with regard to the information such Limited Partner or such Indirect Investor provided to the Partnership, the Intermediate Fund or the Feeder Fund, (ii) such Partner’s continued participation in the Partnership may cause the Partnership to fail to qualify for the safe harbor from “publicly traded partnership” status set forth in U.S. Treasury Regulations Section 1.7704-1(h) or (iii) such Limited Partner’s or Indirect Investor’s continued ownership of an interest in the Partnership or in the Limited Partner, respectively, may cause adverse legal, tax, regulatory or other consequences to the Partnership. In addition, the Managing General Partner also may require a Limited Partner to withdraw all or any part of its Capital Account balance(s) effective as of any preceding date specified in the Partnership’s notice to such Limited Partner in the event that the Managing General Partner, in its sole discretion, determines that such Limited Partner’s or Indirect Investor’s ownership of all or a portion of such interests in the Partnership or in the Intermediate Fund or the Feeder Fund, respectively, may cause adverse legal, tax or regulatory consequences to the Partnership, the Management Company or the Managing General Partner. The Partner receiving such notice shall be treated for all purposes and in all respects as a Partner who has given notice of withdrawal of all or part of its Capital Accounts, as the case may be, under Section 5.02.

Required Withdrawals. The Managing General Partner may, in its sole discretion, require a Limited Partner to withdraw all or any part of its Capital Account balance(s) at any time, time for any reason or no reason. The Managing General Partner also may require a Limited Partner to withdraw all or any part of its Capital Account balance(s) immediately in the event that the Managing General Partner, in its sole discretion, determines that (i) the Limited Partner or any Indirect Investor has made a material omission or material misstatement of fact with regard to the information such Limited Partner or such Indirect Investor provided to the Partnership, the Intermediate Fund Partnership or the Feeder Fund, (ii) such Limited Partner’s 's continued participation in the Partnership may cause the Partnership to fail to qualify for the safe harbor from “"publicly traded partnership” " status set forth in U.S. Treasury Regulations Section 1.7704-1(h) or (iii) such Limited Partner’s 's or Indirect Investor’s 's continued ownership of an all or a portion of such interest in the Partnership or in the Limited Partner, respectively, may cause adverse legal, tax, regulatory or other consequences to the Partnership. In addition, the Managing General Partner also may require a Limited Partner to withdraw all or any part of its Capital Account balance(s) effective as of any preceding date specified in the Partnership’s 's notice to such Limited Partner in the event that the Managing General Partner, in its sole discretion, determines that such Limited Partner’s 's or Indirect Investor’s 's ownership of all or a portion of such interests in the Partnership or in the Intermediate Fund or the Feeder Fund, respectively, may cause adverse legal, tax or regulatory consequences to the Partnership, the Management Company or the Managing General Partner. The Partner receiving such notice shall be treated for all purposes and in all respects as a Partner who has given notice of withdrawal of all or part of its Capital Accounts, as the case may be, under Section 5.02.