Books and Records Accounting Tax Elections Etc Sample Clauses

Books and Records Accounting Tax Elections Etc. Section 7.1 Books, Records, and Reports; Accountants 13 Section 7.2 Bank Accounts 13 Section 7.3 Tax Elections 14 Section 7.4 Special Basis Adjustments 14 Section 7.5 Fiscal Year and Accounting Method 14 Section 7.6 Tax Matters Partner 14 ARTICLE VIII
Sample 1Sample 2
AutoNDA by SimpleDocs
Books and Records Accounting Tax Elections Etc. Section 10.1 Books and Records The books and records of the Partnership, including any appraisals or valuations given in connection with transactions between the General Partner and its Affiliates and the Partnership, information relating to the sale by the General Partner or any Affiliates of goods or services to the Partnership, a record of the information obtained as evidence that a Unit Holder meets the suitability standards established for an investment in the Partnership, and a list of the names and addresses and Units of all Unit Holders, shall be maintained by the General Partner at the principal office of the Partnership for a period of six years following the close of the Fiscal Year to which they relate and shall be available for examination there by any Unit Holder or its duly authorized representatives at any and all reasonable times. Any Unit Holder, or its duly authorized representatives, upon paying the costs of collection, duplication, and mailing, shall be entitled for any proper purpose to a copy of the list of names and addresses and Units of the Unit Holders. The Partnership may maintain such other books and records and may provide such financial or other statements as the General Partner in its discretion deems advisable.
Sample 1Sample 2
Books and Records Accounting Tax Elections Etc. TC "ARTICLE XIII - BOOKS AND RECORDS, ACCOUNTING TAX ELECTIONS, ETC."\l1
Sample 1Sample 2
Books and Records Accounting Tax Elections Etc. Section 9.1 Books and Records 23 Section 9.2 Bank Accounts 24 Section 9.3 Accountants and Reports 24 Section 9.4 Tax Elections; Special Basis Adjustments 24 Section 9.5 Fiscal Year 25 Section 9.6 Tax Matters Partner 25 - ii - 2618z: 12/30/86 6893-151 ARTICLE X General Provisions Section 10.1 Restrictions on Transfer 26 Section 10.2 Appointment of General Partner as Attorney-in-Fact 26 Section 10.3 Notices 28 Section 10.4 Word Meanings 28 Section 10.5 Binding Provisions 28 Section 10.6 Governing Law and Separability of Provisions 28 Section 10.7 Counterparts 28 Section 10.8 Section Titles 29 Section 10.9 Amendment Procedure 29 Section 10.10 Interpretation 29 2618z: 12/30/86 6893-151 MERIDIAN/CONSTELLATION LIMITED PARTNERSHIP LIMITED PARTNERSHIP AGREEMENT AND CERTIFICATE This LIMITED PARTNERSHIP AGREEMENT is dated as of this _______ day of December, 1986 by and among Meridian Nursing Centers, Inc., a Maryland corporation ("Meridian"), and CPI Health Services, Inc., a Maryland corporation ("Constellation"), as General Partners, and Meridian and Constellation, as Limited Partners.
Sample 1
Books and Records Accounting Tax Elections Etc 
Sample 1Sample 2Sample 3See All (76)

Related to Books and Records Accounting Tax Elections Etc

  • Books and Records Accounting Tax Matters 40 10.1 Books and Records 40 10.2 Custody of Partnership Funds; Bank Accounts 41 10.3 Fiscal and Taxable Year 41 10.4 Annual Tax Information and Report 41 10.5 Tax Matters Partner; Tax Elections; Special Basis Adjustments 41 10.6 Reports to Limited Partners 42 ARTICLE 11 AMENDMENT OF AGREEMENT 42 ARTICLE 12 GENERAL PROVISIONS 43 12.1 Notices 43 12.2 Survival of Rights 43 12.3 Additional Documents 43 12.4 Severability 43 12.5 Entire Agreement 43 12.6 Pronouns and Plurals 44 12.7 Headings 44 12.8 Counterparts 44 12.9 Governing Law 44 ii EXHIBIT A CONTRIBUTIONS & INTEREST A-1 EXHIBIT B NOTICE OF EXERCISE OF REDEMPTION RIGHT B-1 EXHIBIT C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO LIMITED PARTNERSHIP UNITS C-1 EXHIBIT D NOTICE OF ELECTION BY PARTNERSHIP TO FORCE CONVERSION OF LTIP UNITS INTO LIMITED PARTNERSHIP UNITS D-1 LIMITED PARTNERSHIP AGREEMENT OF NORTHSTAR REAL ESTATE INCOME TRUST OPERATING PARTNERSHIP LP This Limited Partnership Agreement is entered into this ______ day of ___, 2009, between NorthStar Real Estate Income Trust Inc., a Maryland corporation (the “General Partner”), and the Limited Partners set forth on Exhibit A attached hereto. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

  • Accounting Books and Records The books and records of the Company shall be kept, and the financial position and the results of its operations recorded, in accordance with GAAP. The books and records shall reflect all Company transactions and shall be appropriate and adequate for the Company’s business. The Company shall maintain at its principal place of business: (i) a current list of the full name and last known address of each Member and Assignee set forth in alphabetical order, together with the Capital Contributions, Capital Account and Units of each Member and Assignee; (ii) the full name and address of each Director; (iii) a copy of the Articles and any and all amendments thereto, together with executed copies of any powers of attorney pursuant to which the Articles or any amendments thereto have been executed; (iv) copies of the Company’s federal, state and local income tax and information returns and reports, if any, for the six (6) most recent taxable years; (v) a copy of this Agreement and any and all amendments hereto, together with executed copies of any powers of attorney pursuant to which this Agreement or any amendments hereto have been executed; and (vi) copies of the financial statements of the Company, if any, for the six (6) most recent Fiscal Years. The Company shall use the accrual method of accounting in the preparation of its financial reports and for tax purposes and shall keep its books and records accordingly.

  • Books and Records; Access The Company shall, and shall cause its Subsidiaries to, keep proper books, records and accounts, in which full and correct entries shall be made of all financial transactions and the assets and business of the Company and each of its Subsidiaries in accordance with generally accepted accounting principles. For so long as the Sterling Entities beneficially own 5% or more of the Company’s then outstanding voting securities, the Company shall, and shall cause its Subsidiaries to, permit the Sterling Entities and their respective designated representatives, at reasonable times and upon reasonable prior notice to the Company, to review the books and records of the Company or any of such Subsidiaries and to discuss the affairs, finances and condition of the Company or any of such Subsidiaries with the officers of the Company or any such Subsidiary. For so long as the Sterling Entities beneficially own 5% or more of the Company’s then outstanding voting securities, the Company shall, and shall cause its Subsidiaries to, provide the Sterling Entities, in addition to other information that might be reasonably requested by the Sterling Entities from time to time, (i) direct access to the Company’s auditors and officers, (ii) the ability to link Sterling Partners’ systems into the Company’s general ledger and other systems in order to enable the Sterling Entities to retrieve data on a “real-time” basis, (iii) quarter-end reports, in a format to be prescribed by the Sterling Entities, to be provided within 30 days after the end of each quarter, (iv) copies of all materials provided to the Board (or equivalent governing body) at the same time as provided to the Directors (or their equivalent), (v) access to appropriate officers and Directors of the Company at such times as may be requested by the Sterling Entities, as the case may be, for consultation with each of the Sterling Entities with respect to matters relating to the business and affairs of the Company and its Subsidiaries, (vi) information in advance with respect to any significant corporate actions, including, without limitation, extraordinary dividends, mergers, acquisitions or dispositions of assets, issuances of significant amounts of debt or equity and material amendments to the certificate of incorporation or bylaws of the Company or any of its Subsidiaries, and to provide the Sterling Entities, with the right to consult with the Company and its Subsidiaries with respect to such actions, (vii) flash data, in a format to be prescribed by the Sterling Entities, to be provided within ten days after the end of each quarter and (viii) to the extent otherwise prepared by the Company, operating and capital expenditure budgets and periodic information packages relating to the operations and cash flows of the Company and its Subsidiaries (all such information so furnished pursuant to this Section 3.1, the “Information”). The Company agrees to consider, in good faith, the recommendations of the Sterling Entities in connection with the matters on which the Company is consulted as described above. Subject to Section 3.2, any Sterling Entity (and any party receiving Information from a Sterling Entity) who shall receive Information shall maintain the confidentiality of such Information, and the Company shall not be required to disclose any privileged Information of the Company so long as the Company has used its commercially reasonable efforts to enter into an arrangement pursuant to which it may provide such information to the Sterling Entities without the loss of any such privilege.

  • Books Records and Accounting The General Partner shall keep or cause to be kept at the registered office of the Partnership appropriate books and records with respect to the Partnership’s activities and affairs. Any books and records maintained by or on behalf of the Partnership in the regular course of its activities and undertakings, including the record of the Record Holders, books of account and records of Partnership proceedings, may be kept on information storage devices, provided, that the books and records so maintained are convertible into clearly legible written form within a reasonable period of time. The books of the Partnership shall be maintained, for financial reporting purposes, on an accrual basis in accordance with IFRS-IASB. In accordance with Bermuda Law, the records of account and registers will be kept available for inspection by any Limited Partner or its duly authorized representatives during regular business hours at the registered office of the Partnership. Limited Partners shall not have access to any information of the Partnership contained in its books and records which the General Partner is required by legal or contractual restriction to keep confidential or which, in the opinion of the General Partner, acting reasonably, should be kept confidential in the interests of the Partnership or may be kept confidential as provided in this Agreement, and each Limited Partner hereby waives any right to greater access to the books and records of the Partnership than is permitted herein, to the greatest extent permitted by Law.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!