AGP LP 519 Alpha Group Capital Paul Barrett Partner, may withdraw all or a portion of its Capital Account at the end of the month in which such notice is given to the Limited Partners. (c) The General Partner may withdraw all or any portion of its Capital Account as of the end of each calendar quarter; provided, however, that the General Partner may not make a withdrawal if after such withdrawal the Capital Account of the General Partner would fall below the lesser of (i) 1% of the aggregate capital accounts of the Partnership and (ii) 5100,000. (d) A Partner withdrawing its entire Capital Account pursuant to this Section 8.02 shall be deemed to have retired as of the date of such withdrawal. (e) The General Partner, in its sole discretion, may waive or modify the conditions relating to withdrawal with regard to any Limited Partner Section 8.03 Payment on Retirement. Retirement of a Partner, whether by (a) withdrawal of such Partners entire Capital Account, or (b) action of the General Partner under Section 8.04, shall be subject to the provisions of Article X. Section 8.04 Mandatory Withdrawals. The General Partner, in its sole discretion, may require any Limited Partner to withdraw all or any part of its Capital Account from the Partnership at any time on not less than 5 days' notice, such withdrawal to be effective on the date specified in such notice. A Limited Partner who is required to withdraw all of its Capital Account pursuant to this Section 8.04 shall be (i) entitled to receive the value of its Liquidating Share (as defined in Section 10.01) and (ii) deemed to have retired from the Partnership (and shall cease thereafter to be a Partner as of the effective date of the complete withdrawal). Section 8.05 Distributions in Cash or in Kind. Distributions to a Partner on withdrawal or retirement will be made in cash or, in the discretion of the General Partner, in securities (which may include short positions, as well as long positions)