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EFTA01394093

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GLDUS1 29 OF Enterpnses Proprietary and Confidential necessary• to or useful in the performance of its duties in that capacity) shall be borne by the Partnership. (b) For fiscal years of the Partnership beginning after December 31, 2017 (or if the effective date of Section 1101 of the BBA is extended, such later extended date): (i) the General Partner shall be designated the `partnership representative" within the meaning of Section 6223(a) of the Code (the "Partnership Representative") and the General Partner shall be authorized to take any actions necessary• under Treasury• Regulations or other guidance to cause the General Partner to be designated as such; (ii) the Partnership and each Partner agree that they shall be bound by the actions taken by the Partnership Representative, as described in Section 6223(b) of the Code; (iii) the Partners consent to the election set forth in Section 6226(a) of the Code and agree to take any action, and furnish the General Partner with any information necessary, to give effect to such election if the General Partner decides to make such election; and (iv) any imputed underpayment imposed on the Partnership pursuant to Code Section 6232 of the Code (and any related interest, penalties or other additions to tax) that the General Partner reasonably determines is attributable to one or more Partners shall be promptly paid by such Partners to the Partnership (pro rata in proportion to their respective shares of such underpayment) within 15 days following the General Partner's request for payment (and any failure to pay such amount shall result in a subsequent reduction in distributions otherwise payable to such Partner plus interest on such amount calculated at the Prime Rate plus 2%). Any references to Code Sections set forth in this 14.6.2(b) refer to those Sections as in effect for fiscal years of the Partnership beginning after December 31, 2017 (or if the effective date of Section 1101 of the BBA is ext

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