Epstein Secrets

46FF-2840-40a6-8DDA-07ED9F769640 forth in Treasury Regulation section §1.704-2(F)(2) and (3), and to any exceptions provided by the Commissioner of the Internal Revenue Service pursuant to Treasury Regulation section §1.704-2(f)(5), provided that if the Partnership has any discretion as to an exception provided pursuant to

aid as set forth in the Series Addendum. Any Additional Limited Partner admitted to the Partnership will be assigned such Percentage Interest (and the Percentage Interests of each other Limited Partner shall be reduced by the Percentage Interest of such Additional Limited Partner in proportion to their respective Perc

designated as the "Tax Matters Partner" under Section 6231(a)(7) of the IRC to manage administrative tax proceedings conducted at the LLC level by the Internal Revenue Service with respect to partnership tax matters. Each of the other Members expressly consents to such designation and agrees that, upon the request of the

not issue any additional Membership Interests in the Company without the prior written approval of Members holding a majority in interest of all of the Percentage Interests (a "Majority-in-Interest"); provided, however that to the extent that the Company raises less than $2,800,000 in capital contributions pursuant to s

designated as the "Tax Matters Partner" under Section 6231(a)(7) of the IRC to manage administrative tax proceedings conducted at the LLC level by the Internal Revenue Service with respect to partnership tax matters. Each of the other Members expressly consents to such designation and agrees that, upon the request of the

not issue any additional Membership Interests in the Company without the prior written approval of Members holding a majority in interest of all of the Percentage Interests (a "Majority-in-Interest"); provided, however that to the extent that the Company raises less than $2,800,000 in capital contributions pursuant to s