Additional Partnership Units Sample Clauses
Additional Partnership Units. Subject to the terms and conditions of Section 4.2, Section 4.3(a), Section 4.3(c), and Section 12.2 hereof, the General Partner is hereby authorized to cause the Partnership from time to time to issue to the Partners (including the General Partner) or other Persons (i) Class A Partnership Units or Class B Partnership Units, or (ii) additional Partnership Units in one or more new classes or series, with such designations, preferences and relative, participating, optional or other special rights, powers and duties, including, rights, powers and duties senior to the Limited Partners, approved by the Consent of the Class A Limited Partners. No Person, including, without limitation, any Partner or Assignee, shall have any preemptive, preferential, participation or similar right or rights to subscribe for or acquire any Partnership Units.
Additional Partnership Units. (A) The General Partner shall be authorized to issue additional limited partnership interests in the form of Partnership Units for any Partnership purpose, at any time or from time to time, to any Partner or other Person (other than the General Partner, except in accordance with Section 4.2(B) below).
(B) The Partnership also may from time to time issue to WREIT and/or the General Partner additional Partnership Units or other Partnership Interests in such classes and having such designations, preferences and relative rights (including preferences and rights senior to the existing Limited Partners' Partnership Interests) as shall be determined by the General Partner in accordance with the Act and governing law. Such units may be issued for less than fair market value if WREIT has concluded that such issuance is in the best interest of WREIT and the Partnership. The General Partner and WREIT must contribute the net proceeds or any future offerings of WREIT shares as additional capital to the Partnership in exchange for additional units. Except as provided in Article IX of this Agreement, any such issuance of Partnership Units or Partnership Interests to WREIT or the General Partner shall be conditioned upon (i) the undertaking by WREIT of a related issuance of REIT Shares or other shares of capital stock of WREIT (with such shares having designations, rights and preferences such that the economic rights of the holders of such shares are substantially similar to the rights of the additional Partnership Interests issued to WREIT or the General Partner) and WREIT and/or the General Partner's making a Capital Contribution in an amount equal to the net proceeds raised in the issuance of such shares, or (ii) the issuance by WREIT of REIT Shares under any stock option or bonus plan and WREIT and/or the General Partner's making a Capital Contribution in an amount equal to the exercise price of the option exercised by any employee pursuant to such stock option or other bonus plan. In connection with the issuance of shares by WREIT which are substantially similar to new issuances of Partnership Units, the General Partner is authorized to modify or amend the distributions or allocations hereunder solely to the extent necessary to give effect to the designations, preferences and other rights pertaining to such Partnership Interests.
(C) Except in accordance with Article IX of this Agreement, WREIT shall not issue any (i) additional REIT Shares or other capital stock of ...
Additional Partnership Units. The General Partner must obtain written agreement of all Partners before issuing any additional Partnership Units after the date of this agreement.