Common use of Operating Budgets Clause in Contracts

Operating Budgets. The Partnership shall operate under an annual Operating Budget, draft of which shall be prepared and submitted by the General Partner to the Limited Partner for approval. After a draft annual Operating Budget has been approved, the General Partner shall use diligent good faith efforts to implement the Operating Budget on behalf of the Partnership and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 days after the date hereof the General Partner shall prepare and submit to the Limited Partner for approval a proposed Operating Budget for the period beginning with the anticipated acquisition date of the Project and ending on December 31, 2003. If an Operating Budget is not approved by the Limited Partner by the acquisition date of the Project, the General Partner may incur commercially reasonable expenses to operate the Project; however, no expenditures shall be made for capital items, to Affiliates of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Partner. Thereafter, the General Partner shall deliver to the Limited Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Partner receives the proposed Operating Budget for each calendar year by November 1 of the preceding calendar year, together with all supporting information necessary for the Limited Partner to review the Operating Budget, the Limited Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous Operating Budget and increased insurance costs, taxes, utility costs, and debt service payments; however, no payments or reimbursements to the Developer Partner or any of its Affiliates (other than payment of the management fee in accordance with the previous Operating Budget and reimbursements to the Property General Partner for out-of-pocket expenses incurred in connection with the Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership for that year until an Operating Budget for such year is approved, unless the Limited Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Partner, the General Partner shall only be required to obtain the Limited Partner's consent to or approval of such Operating Budget if required under the definition of "Operating Budget".

Operating Budgets. (a) The Partnership shall operate under Borrower shall, not later than 15 days before the Commercial Operations Date is estimated to occur, adopt an annual operating budget (the "Operating Budget") of Debt Service, draft of which shall be prepared proposed Distributions and submitted by Cash Operating Costs, including allowances for reserves and contingencies, for the General Partner first Operating Year; and no later than 15 days prior to the Limited Partner for approval. After a draft annual beginning of each Operating Budget has been approvedYear thereafter, the General Partner Borrower shall use diligent good faith efforts to implement the Operating Budget on behalf of the Partnership and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 days after the date hereof the General Partner shall prepare and submit to the Limited Partner for approval a proposed Operating Budget for the period beginning with the anticipated acquisition date of the Project and ending on December 31, 2003. If an Operating Budget is not approved by the Limited Partner by the acquisition date of the Project, the General Partner may incur commercially reasonable expenses to operate the Project; however, no expenditures shall be made for capital items, to Affiliates of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Partner. Thereafter, the General Partner shall deliver to the Limited Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Partner receives the proposed Operating Budget for each calendar year by November 1 of the preceding calendar year, together with all supporting information necessary for the Limited Partner to review the Operating Budget, the Limited Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous Operating Budget and increased insurance costs, taxes, utility costs, and debt service payments; however, no payments or reimbursements to the Developer Partner or any of its Affiliates (other than payment of the management fee in accordance with the previous Operating Budget and reimbursements to the Property General Partner for out-of-pocket expenses incurred in connection with the Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership for that year until similarly adopt an Operating Budget for such year is approved, unless Operating Year. Copies of the Limited Partner specifically consents thereto in writing. Notwithstanding anything Operating Budget for each Operating Year shall be furnished at least 60 days before final adoption thereof to the contrary set forth Administrative Agent, each Lender and the Independent Engineer. In the event that the aggregate amount of Cash Operating Costs included in the Operating Budget for any Operating Year exceeds by more than 10% the aggregate amount of Cash Operating Costs for such Operating Year specified in the Base Case Projections delivered pursuant to Section 4.1(d9.1(w) on the Closing Date, then the Operating Budget for such Operating Year shall not be adopted without the approval by the Administrative Agent (if such excess is less than 15%) or the Administrative Agent and the Majority Institutions (if such excess is 15% or more), although in each case in consultation with the General Partner Independent Engineer, which approval shall not be required to submit an annual Operating Budget unreasonably withheld; provided that, with respect to the Limited Partnerinitial Operating Budget, if the General Partner shall only be required Administrative Agent or the Administrative Agent and the Majority Institutions have a right to obtain the Limited Partner's consent to or approval of approve such Operating Budget if required under pursuant to this Section 10.23(a) and fail to do so within 30 days after their receipt thereof, the definition Borrower and the Administrative Agent or the Borrower and the Administrative Agent and the Majority Institutions, as the case may be, shall work in good faith with the Independent Engineer to resolve any disagreements with a view to resolving any such disagreements at least 15 days prior to the Commercial Operations Date. Each Operating Budget shall be prepared on the basis of "requirements for each month within the relevant Operating Budget"Year, showing the Debt Service, proposed Distributions and Cash Operating Costs (broken down into major categories) for such month.

Operating Budgets. (i) The Partnership Borrower shall operate under prepare, or cause to be prepared, for each fiscal year of the Borrower and each of its Opcos an annual operating and capital expense budget setting forth the anticipated revenues, and Operating Budget, draft Expenses (including expenses for Non- Routine Services and Non-Agreed System Services) of which shall be prepared and submitted by the General Partner to the Limited Partner each Relevant Party for approvalsuch fiscal year. After a draft annual The Operating Budget has been approvedfor 2023 (taking into account the Tredegar Solar Acquisition) is attached as Exhibit I hereto. For each succeeding fiscal year (commencing with 2024), the General Partner shall use diligent good faith efforts Borrower shall, not later than thirty (30) days prior to implement the Operating Budget on behalf beginning of the Partnership and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 days after the date hereof the General Partner shall prepare and such fiscal year, submit to the Limited Partner for approval a proposed Operating Budget to the Administrative Agent for its approval (acting on the period beginning with the anticipated acquisition date instructions of the Project and ending on December 31, 2003. If an Operating Budget is not approved by the Limited Partner by the acquisition date of the Project, the General Partner may incur commercially reasonable expenses to operate the ProjectRequired Lenders); however, no expenditures shall be made for capital items, to Affiliates of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without provided that the approval of the Limited Partner. Thereafter, Administrative Agent shall be deemed to be given if (A) the General Partner shall deliver to the Limited Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Partner receives Expenses set forth in the proposed Operating Budget do not exceed 10% in the aggregate over the amount budgeted for each calendar year by November 1 such Operating Expenses of the preceding calendar Borrower and its Opcos in the then-current Base Case Model for the applicable year and (B) such proposed Operating Budget is otherwise consistent with the then-current Base Case Model for the applicable year. (ii) The Borrower shall, and shall cause Fund IV Holdco to, deliver to the Administrative Agent (i) each operating budget submitted to and approved by the Tax Equity Members in respect of its Tax Equity Opco, as required under the applicable Limited Liability Company Agreement and (ii) when available, any amendments to such operating budget, together with all supporting information necessary for notices or correspondence regarding the Limited Partner to review the Operating Budget, the Limited Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous Operating Budget and increased insurance costs, taxes, utility costs, and debt service payments; however, no payments or reimbursements to the Developer Partner or any of its Affiliates (other than payment of the management fee in accordance with the previous Operating Budget and reimbursements to the Property General Partner for out-of-pocket expenses incurred in connection with the Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership for that year until an Operating Budget for such year is approved, unless the Limited Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Partner, the General Partner shall only be required to obtain the Limited Partner's consent to or approval of such operating budget (if applicable) by the relevant Tax Equity Member; provided that the approval of the Administrative Agent shall be deemed to be given if the Non-Routine Services and Non-Agreed System Services included in such operating budgets do not collectively exceed the greater of (x) 10% in the aggregate over the amount budgeted for Operating Budget if required under Expenses in respect of the definition of "Operating Budget".Tax Equity Opco in the then-current Base Case Model for the applicable year and (y) $50,000 and (B) such operating budgets are otherwise consistent with the then-current Base Case Model for the applicable year. (f)

Operating Budgets. The Partnership and the Property Partnerships shall operate under an annual Operating Budget, a draft of which shall be prepared and submitted by the General Partner to the Limited Preferred Partner for approval. After a draft annual Operating Budget has been approved, the General Partner shall use diligent good faith efforts to implement the Operating Budget on behalf of the each Property Partnership and may cause the Partnership Property Partnerships to incur the expenditures and obligations therein provided. Within 45 days after the date hereof the General Partner shall prepare and submit to the Limited Preferred Partner for approval a proposed Operating Budget for the period beginning with the anticipated acquisition date of the first Project (and within 45 days of the acquisition of the other two Projects if acquired in the year 2003) and ending on December 31, 2003. If an Operating Budget is not approved by the Limited Preferred Partner by the acquisition date of any of the ProjectProjects, the General Partner may incur commercially reasonable expenses to operate the such Project; however, no expenditures shall be made for capital items, to Affiliates of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Preferred Partner. Thereafter, the General Partner shall deliver to the Limited Preferred Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Preferred Partner receives the proposed Operating Budget for each calendar year by November 1 of the preceding calendar year, together with all supporting information necessary for the Limited Preferred Partner to review the Operating Budget, the Limited Preferred Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Preferred Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous Operating Budget and increased insurance costs, taxes, utility costs, and debt service payments; however, no payments or reimbursements to the Developer Partner or any of its Affiliates (other than payment of the management fee in accordance with the previous Operating Budget and reimbursements to the Property General Partner for out-of-pocket expenses incurred in connection with the a Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership or the Property Partnerships for that year until an Operating Budget for such year is approved, unless the Limited Preferred Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in this Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Preferred Partner, the General Partner shall only be required to obtain the Limited Preferred Partner's consent to or approval of such Operating Budget if required under the definition of "Operating Budget".

Operating Budgets. The Partnership shall operate under an annual Operating Budget, draft of which shall be prepared and submitted by the General Partner to the Limited Partner for approval. After a draft annual Operating Budget has been approved, the General Partner shall use diligent good faith efforts to implement the Operating Budget on behalf of the Partnership and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 Not later than ninety (90) days after the date hereof execution of this Agreement, and thereafter not later than November 30th of each year, the General Partner Manager shall prepare and submit deliver to the Limited Partner Members a detailed business plan and budget for approval the Company’s next succeeding fiscal year for all matters including development and leasing of Real Property. Such business plan and budget shall contain such information and detail as the Members may reasonably request. The Members will review the business plan and budget so submitted, and subject to required revisions, approve by the Required Percentage a proposed business plan and budget no later than December 31 of each year; each business plan and budget so approved is herein referred to as an “Operating Budget”. Each Operating Budget shall contain projected revenues and expenses for the period beginning with year in question for the anticipated acquisition date activities of the Project Company and ending on December 31, 2003such other matters as the Members may deem appropriate. If an Operating Budget is not approved by the Limited Partner by date set forth above, then: (a) any items or portions thereof that have been approved shall become operative immediately; and (b) the acquisition date Manager may expend in respect of non-capital recurring expenses in any quarter of the Projectthen current calendar year, an amount equal to the General Partner may incur commercially reasonable expenses to operate budgeted amount for the Project; however, no expenditures shall be made for capital items, to Affiliates corresponding quarter of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Partner. Thereafter, the General Partner shall deliver to the Limited Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Partner receives the proposed Operating Budget for each calendar year by November 1 of the immediately preceding calendar year, together with all supporting information necessary for the Limited Partner to review the Operating Budget, the Limited Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous last approved Operating Budget and increased insurance costs, taxes, utility costs, and debt service paymentsBudget; however, no payments or reimbursements to if any contract approved as a part of any prior approved Operating Budget provides for automatic increases in costs thereunder after the Developer Partner or any of its Affiliates (other than payment beginning of the management fee then current calendar year, then the Manager may expend the amount of that increase, and further provided the Manager may expend any amounts necessary to pay non-controllable expenses such as real estate taxes, insurance and utilities and amounts necessary so that the Company shall not be in accordance with default under any provisions under the previous documents evidencing the Loan. Manager shall not have the right to expend funds in excess of the Operating Budget and reimbursements to (including contingency line items) without the Property General Partner for out-of-pocket expenses incurred in connection with the Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership for that year until an Operating Budget for such year is approved, unless the Limited Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Partner, the General Partner shall only be required to obtain the Limited Partner's prior written consent to or approval of such Operating Budget if required under the definition of "Operating Budget"SRT.

Operating Budgets. The Partnership shall operate under an annual Operating Budget, draft of Budgets which shall be prepared and submitted in accordance with the Property Management Subcontract; provided, that if the Property Management Subcontract is not in effect then the Operating Budgets shall be prepared by the General Partner to the Limited Partner for approvaland approved by a Partnership Vote. After a draft an annual Operating Budget has been approved, the General Partner shall use diligent good faith efforts to implement the Operating Budget it on behalf of the Partnership (including in accordance with the Property Management Subcontract) and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 days after the date hereof the The General Partner shall prepare and submit (or request the manager of the Property to submit) to the Class A Limited Partner for approval a proposed Operating Budget for the period beginning with the anticipated acquisition date of the Project and ending on December 31, 2003. If an Operating Budget is not approved by the Limited Partner by the acquisition date of the Project, the General Partner may incur commercially reasonable expenses to operate the Project; however, no expenditures shall be made for capital items, to Affiliates of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Partner. Thereafter, the General Partner shall deliver to the Limited Partner for approval a Partners any proposed Operating Budget for each calendar year by November 1 15 of the preceding calendar year. Provided that each of the Class A Limited Partner Partners receives the proposed Operating Budget for each calendar year by November 1 15 of the preceding calendar year, together with all supporting information necessary for the Class A Limited Partner Partners to review the Operating Budget, the each Class A Limited Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Class A Limited PartnerPartners. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous Operating Budget and increased insurance costs, taxes, utility costs, and debt service payments; howeverPROVIDED, HOWEVER, that no payments or reimbursements to the Developer any Partner or any of its their Affiliates (other than any payments of the Asset Management Fee and/or the Alternate Asset Management Fee, payments pursuant to the Property Management Subcontract and the Leasing Agreement, payment of the management fee in accordance with the previous Operating Budget sales commission pursuant to Section 4.8(d), and reimbursements to the Property General Partner for out-of-pocket expenses incurred in connection with the Project Property and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital ReserveReserves) shall be made by the Partnership for that year until an Operating Budget for such year is approved, unless the Limited Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Partner, the General Partner shall only be required to obtain the Limited Partner's consent to or approval of such Operating Budget if required under the definition of "Operating Budget"otherwise approved by a Partnership Vote.

Operating Budgets. The Partnership shall operate under an annual Operating Budget, draft of which shall be prepared and submitted by the General Partner to the Limited Preferred Partner for approval. After a draft annual Operating Budget has been approved, the General Partner shall use diligent good faith efforts to implement the Operating Budget on behalf of the Partnership and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 days after the date hereof the General Partner shall prepare and submit to the Limited Preferred Partner for approval a proposed Operating Budget for the period beginning with the anticipated acquisition date of the Project and ending on December 31, 20032002. If an Operating Budget is not approved by the Limited Preferred Partner by the acquisition date of the Project, the General Partner may incur commercially reasonable expenses to operate the Project; however, no expenditures shall be made for capital items, to Affiliates of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Preferred Partner. Thereafter, the General Partner shall deliver to the Limited Preferred Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Preferred Partner receives the proposed Operating Budget for each calendar year by November 1 of the preceding calendar year, together with all supporting information necessary for the Limited Preferred Partner to review the Operating Budget, the Limited Preferred Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Preferred Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous Operating Budget and increased insurance costs, taxes, utility costs, and debt service payments; however, no payments or reimbursements to the Developer Partner or any of its Affiliates (other than payment of the management fee in accordance with the previous Operating Budget and reimbursements to the Property General Partner for out-of-pocket expenses incurred in connection with the Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership for that year until an Operating Budget for such year is approved, unless the Limited Preferred Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Partner, the General Partner shall only be required to obtain the Limited Partner's consent to or approval of such Operating Budget if required under the definition of "Operating Budget".

Operating Budgets. The Partnership shall operate under an annual Operating Budget, draft of which shall be prepared and submitted by the General Partner to the Limited Partner for approval. After a draft annual Operating Budget has been approved, the General Partner shall use diligent good faith efforts to implement the Operating Budget on behalf of the Partnership and may cause the Partnership to incur the expenditures and obligations therein provided. Within 45 Not later than ninety (90) days after the date hereof execution of this Agreement, and thereafter not later than November 30th of each year, the General Partner Manager shall prepare and submit deliver to the Limited Partner Members a detailed business s plan and budget for approval the Company’s next succeeding fiscal year for all matters including development and leasing of Real Property. Such business plan and budget shall contain such information and detail as the Members may reasonably request. The Members will review the business plan and budget so submitted, and subject to required revisions, approve by the Required Percentage a proposed business plan and budget no later than December 31 of each year; each business plan and budget so approved is herein referred to as an “Operating Budget”. Each Operating Budget shall contain projected revenues and expenses for the period beginning with year in question for the anticipated acquisition date activities of the Project Company and ending on December 31, 2003such other matters as the Members may deem appropriate. If an Operating Budget is not approved by the Limited Partner by date set forth above, then: (a) any items or portions thereof that have been approved shall become operative immediately; and (b) the acquisition date Manager may expend in respect of non-capital recurring expenses in any quarter of the Projectthen current calendar year, an amount equal to the General Partner may incur commercially reasonable expenses to operate budgeted amount for the Project; however, no expenditures shall be made for capital items, to Affiliates corresponding quarter of the Developer Partner (other than payment of the Management Fee in accordance with the Property Management Agreement), or in excess of $10,000 without the approval of the Limited Partner. Thereafter, the General Partner shall deliver to the Limited Partner for approval a proposed Operating Budget for each calendar year by November 1 of the preceding calendar year. Provided that the Limited Partner receives the proposed Operating Budget for each calendar year by November 1 of the immediately preceding calendar year, together with all supporting information necessary for the Limited Partner to review the Operating Budget, the Limited Partner will approve, reject, or provide changes to the Operating Budget by December 15 of the year in which the proposed Operating Budget was submitted to the Limited Partner. If an Operating Budget for any calendar year has not been approved by January 1 of that year, the Partnership shall continue to operate under the Operating Budget for the previous year with such adjustments as may be necessary to reflect deletion of non-recurring expense items set forth on the previous last approved Operating Budget and increased insurance costs, taxes, utility costs, and debt service paymentsBudget; however, no payments or reimbursements to if any contract approved as a part of any prior approved Operating Budget provides for automatic increases in costs thereunder after the Developer Partner or any of its Affiliates (other than payment beginning of the management fee then current calendar year, then the Manager may expend the amount of that increase, and further provided the Manager may expend any amounts necessary to pay non-controllable expenses such as real estate taxes, insurance and utilities and amounts necessary so that the Company shall not be in accordance with default under any provisions under the previous documents evidencing the Loan. Manager shall not have the right to expend funds in excess of the Operating Budget and reimbursements to (including contingency line items) without the Property General Partner for out-of-pocket expenses incurred in connection with the Project and in accordance with the previous Operating Budget) nor capital expenditures (other than deposits into the Capital Reserve) shall be made by the Partnership for that year until an Operating Budget for such year is approved, unless the Limited Partner specifically consents thereto in writing. Notwithstanding anything to the contrary set forth in Section 4.1(d), although the General Partner shall be required to submit an annual Operating Budget to the Limited Partner, the General Partner shall only be required to obtain the Limited Partner's prior written consent to or approval of such Operating Budget if required under the definition of "Operating Budget"SRT.