days in such
fiscal quarter.
(D)
NOTWITHSTANDING THE PROVISION OF THE FIRST SENTENCE OF
SECTION
6.2(A), THE GENERAL PARTNER SHALL USE ITS BEST EFFORTS TO CAUSE THE
PARTNERSHIP TO DISTRIBUTE SUFFICIENT AMOUNTS, IN ACCORDANCE WITH
SECTION 6.2(A) ABOVE, TO ENABLE THE GENERAL PARTNER TO PAY STOCKHOLDER DIVIDENDS
THAT WILL (I) SATISFY THE REIT REQUIREMENTS, AND (II) AVOID ANY FEDERAL INCOME
OR EXCISE TAX LIABILITY OF THE GENERAL PARTNER.
6.3
BOOKS OF ACCOUNT; SEGREGATION OF FUNDS.
(A)
AT ALL TIMES DURING THE CONTINUANCE OF THE PARTNERSHIP, THE
GENERAL PARTNER SHALL MAINTAIN OR CAUSE TO BE MAINTAINED FULL, TRUE, COMPLETE
AND CORRECT BOOKS OF ACCOUNT IN ACCORDANCE WITH GAAP WHEREIN SHALL BE ENTERED
PARTICULARS OF ALL MONIES, GOODS OR EFFECTS BELONGING TO OR OWING TO OR BY THE
PARTNERSHIP, OR PAID, RECEIVED, SOLD OR PURCHASED IN THE COURSE OF THE
PARTNERSHIP'S BUSINESS, AND ALL OF SUCH OTHER TRANSACTIONS, MATTERS AND THINGS
RELATING TO THE BUSINESS OF THE PARTNERSHIP AS ARE USUALLY ENTERED IN BOOKS OF
ACCOUNT KEPT BY PERSONS ENGAGED IN A BUSINESS OF A LIKE KIND AND CHARACTER.
IN
ADDITION, THE PARTNERSHIP SHALL KEEP ALL RECORDS AS REQUIRED TO BE KEPT PURSUANT
TO THE ACT.
THE BOOKS AND RECORDS OF ACCOUNT SHALL BE KEPT AT THE PRINCIPAL
OFFICE OF THE PARTNERSHIP, AND EACH PARTNER AND ITS REPRESENTATIVES SHALL AT ALL
REASONABLE TIMES HAVE ACCESS TO SUCH BOOKS AND RECORDS AND THE RIGHT TO INSPECT
AND COPY THE SAME.
(B)
THE PARTNERSHIP SHALL NOT COMMINGLE ITS FUNDS WITH THOSE OF ANY
OTHER PERSON OR ENTITY; FUNDS AND OTHER ASSETS OF THE PARTNERSHIP SHALL BE
SEPARATELY IDENTIFIED AND SEGREGATED; ALL OF THE PARTNERSHIP'S ASSETS SHALL AT
ALL TIMES BE HELD BY OR ON BEHALF OF THE PARTNERSHIP AND, IF HELD ON BEHALF OF
THE PARTNERSHIP BY ANOTHER ENTITY, SHALL AT ALL TIMES BE KEPT IDENTIFIABLE (IN
ACCORDANCE WITH CUSTOMARY USAGES) AS ASSETS OWNED BY THE PARTNERSHIP; AND THE
PARTNERSHIP SHALL MAINTAIN ITS OWN SEPARATE BANK ACCOUNTS, PAYROLL AND BOOKS OF
ACCOUNT.
THE FOREGOING PROVISIONS OF THIS SECTION 6.3(B) SHALL NOT APPLY WITH
RESPECT TO FUNDS OR ASSETS OF ANY SUBSIDIARY ENTITIES OF THE PARTNERSHIP.
28
6.4
REPORTS.
WITHIN NINETY (90) DAYS AFTER THE END OF EACH
PARTNERSHIP FISCAL YEAR, THE PARTNERSHIP SHALL CAUSE TO BE PREPARED AND
TRANSMITTED TO EACH PARTNER AN ANNUAL REPORT OF THE PARTNERSHIP RELATING TO THE
PREVIOUS PARTNERSHIP FISCAL YEAR CONTAINING A BALANCE SHEET AS OF THE YEAR THEN
ENDED, A STATEMENT OF FINANCIAL CONDITION AS OF THE YEAR THEN ENDED, AND
STATEMENTS OF OPERATIONS, CASH FLOW AND PARTNERSHIP EQUITY FOR THE YEAR THEN
ENDED, WHICH ANNUAL STATEMENTS SHALL BE PREPARED IN ACCORDANCE WITH GAAP AND
SHALL BE AUDITED BY THE ACCOUNTANTS.
THE PARTNERSHIP SHALL ALSO CAUSE TO BE
PREPARED AND TRANSMITTED TO EACH PARTNER WITHIN FORTY-FIVE (45) DAYS AFTER THE
END OF EACH OF THE FIRST THREE (3) QUARTERS OF EACH PARTNERSHIP FISCAL YEAR A
QUARTERLY UNAUDITED REPORT CONTAINING A BALANCE SHEET, A STATEMENT OF THE
PARTNERSHIP'S FINANCIAL CONDITION AND STATEMENTS OF OPERATIONS, CASH FLOW AND
PARTNERSHIP