EFTA01391665.txt Text dataset_10 View on DOJ

Subject

Amended and Restated limited Partnership Agreanenl

Sender

—

Recipients

—

Document ID

DB-SDNY-0096662

Date

—

Notwithstanding any provision of this Agreement to the contrary, each Limited Partner agrees to provide any information or certifications (including without limitation information about such Limited Partner's direct and indirect owners) that may reasonably be requested by the Partnership to allow the Partnership, the Underlying Fund or any member of any --expanded affiliated group" (as defined in Section 147I(e)(2) of the Code) to which the Partnership or the Underlying Fund belongs to (I) enter into, maintain or otherwise comply with the agreement contemplated by Section 1471(b) of the Code or under any applicable intergovernmental agreement entered into between the United States and another country (or under any applicable local country legislation enacted pursuant to such intergovernmental agreement) to which the Partnership or the Underlying Fund may be subject; (2) satisfy any information reporting requirements imposed by FATCA; and (3) satisfy, any requirements necessary to avoid withholding taxes under FATCA with respect to any payments to be received or made by the Partnership or the Underlying Fund.

Notwithstanding any provision of this Agreement to the contrary, each Limited Partner further agrees that, if such Limited Partner fails to comply with any of the requirements of this 14.6.2 in a timely manner or if the General Partner determines that such Limited Partner's participation in the Partnership would otherwise have a material adverse effect on the Partnership or the Partners as a result of FATCA, then (I) the General Partner, in its sole discretion, may (A) cause such Limited Partner to transfer its interest in the Partnership to a third party (including, without limitation, an existing Partner) or otherwise withdraw from the Partnership in exchange for consideration which the General Partner, in its sole discretion, after taking into account all relevant facts and circumstances surrounding such transfer or withdrawal (including, without limitation, the desire to effect such transfer or withdrawal as expeditiously as possible in order to minimize any adverse effect on the Partnership and the other Partners as a result of FATCA), deems to be appropriate or (B) take any other action the General Partner deems in good faith to be reasonable to minimize any adverse effect on the Partnership and the other Partners as a result of FATCA: and (2) unless otherwise agreed by the General Partner in writing, the Limited Partner shall, to the maximum extent permitted by applicable law. indemnify the Partnership for all loss, cost, expenses, damage, claims and demands (including, but not limited to, any withholding tax, penalties or interest suffered by the Partnership) arising as a result of such Limited Partner's failure to comply with the above requirements in a timely manner.

• Compliance with Section 1471(b) of the Code
• Compliance with FATCA
• Compliance with Section 1045 of the Code

Tone

Professional

Purpose

To outline the terms and conditions of the amended and restated limited partnership agreement, specifically regarding FATCA compliance and Section 1045 rollovers.

Significance

This document outlines the legal obligations of the Limited Partners and the rights of the General Partner in relation to FATCA compliance and tax elections.

File Name

EFTA01391665.txt

Dataset

dataset_10

Type

Text

Model

gemini-2.0-flash-001

Processed

2026-02-07T18:43:42.053818

DOJ Source

View on DOJ