Common use of Changes in General Partner Clause in Contracts

Changes in General Partner. 28 7.1 Transfer of the General Partner’s Partnership Interest 28 7.2 Admission of a Substitute or Additional General Partner 30 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 7.4 Removal of a General Partner 31 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 8.1 Management of the Partnership 32 8.2 Power of Attorney 32 8.3 Limitation on Liability of Limited Partners 32 8.4 Exchange Right 32 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 9.1 Purchase for Investment 34 9.2 Restrictions on Transfer of Limited Partnership Interests 34 9.3 Admission of Substitute Limited Partner 35 9.4 Rights of Assignees of Partnership Interests 36 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 9.6 Joint Ownership of Interests 37 9.7 Redemption of Partnership Units 37 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 10.1 Books and Records 37 10.2 Custody of Partnership Funds; Bank Accounts 37 10.3 Fiscal and Taxable Year 38 10.4 Annual Tax Information and Report 38 10.5 Tax Matters Partner; Tax Elections; Special Basis Adjustments 38 10.6 Reports Made Available to Limited Partners 38 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 ARTICLE 12 GENERAL PROVISIONS 39 12.1 Notices 39 12.2 Survival of Rights 39 12.3 Additional Documents 40 12.4 Severability 40 12.5 Entire Agreement 40 12.6 Pronouns and Plurals 40 12.7 Headings 40 12.8 Counterparts 40 12.9 Governing Law 40 EXHIBITA GENERAL PARTNER AND ORIGINAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP IV, L.P. Strategic Storage Operating Partnership IV, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2, 2016. This First Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of , 2017, among Strategic Storage Trust IV, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

Changes in General Partner. 28 31 7.1 Transfer of the General Partner’s Partnership Interest 28 31 7.2 Admission of a Substitute or Additional General Partner 30 32 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 33 7.4 Removal of a General Partner 31 33 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 34 8.1 Management of the Partnership 32 34 8.2 Power of Attorney 32 34 8.3 Limitation on Liability of Limited Partners 32 34 8.4 Exchange Right 32 35 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 36 9.1 Purchase for Investment 34 36 9.2 Restrictions on Transfer of Limited Partnership Interests 34 37 9.3 Admission of Substitute Limited Partner 35 38 9.4 Rights of Assignees of Partnership Interests 36 39 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 39 9.6 Joint Ownership of Interests 37 39 9.7 Redemption of Partnership Units 37 39 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 40 10.1 Books and Records 37 40 10.2 Custody of Partnership Funds; Bank Accounts 37 40 10.3 Fiscal and Taxable Year 38 40 10.4 Annual Tax Information and Report 38 40 10.5 Tax Matters PartnerPartnership Representative; Tax Elections; Special Basis Adjustments 38 40 10.6 Reports Made Available to Limited Partners 38 42 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 43 ARTICLE 12 GENERAL PROVISIONS 39 43 12.1 Notices 39 43 12.2 Survival of Rights 39 43 12.3 Additional Documents 40 43 12.4 Severability 40 44 12.5 Entire Agreement 40 44 12.6 Pronouns and Plurals 40 44 12.7 Headings 40 44 12.8 Counterparts 40 44 12.9 Governing Law 40 EXHIBITA 44 EXHIBIT A GENERAL PARTNER PARTNER, ORIGINAL LIMITED PARTNER, AND ORIGINAL SPECIAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 46 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 FIRST 47 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP IVVI, L.P. Strategic Storage Operating Partnership IVVI, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2October 15, 20162020. This First Second Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of March 17, 2017, 2022 among Strategic Storage Trust IVVI, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

Changes in General Partner. 28 31 7.1 Transfer of the General Partner’s Partnership Interest 28 31 7.2 Admission of a Substitute or Additional General Partner 30 32 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 33 7.4 Removal of a General Partner 31 33 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 34 8.1 Management of the Partnership 32 34 8.2 Power of Attorney 32 34 8.3 Limitation on Liability of Limited Partners 32 34 8.4 Exchange Right 32 35 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 36 9.1 Purchase for Investment 34 36 9.2 Restrictions on Transfer of Limited Partnership Interests 34 37 9.3 Admission of Substitute Limited Partner 35 38 9.4 Rights of Assignees of Partnership Interests 36 39 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 39 9.6 Joint Ownership of Interests 37 39 9.7 Redemption of Partnership Units 37 39 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 40 10.1 Books and Records 37 40 10.2 Custody of Partnership Funds; Bank Accounts 37 40 10.3 Fiscal and Taxable Year 38 40 10.4 Annual Tax Information and Report 38 40 10.5 Tax Matters PartnerPartnership Representative; Tax Elections; Special Basis Adjustments 38 40 10.6 Reports Made Available to Limited Partners 38 42 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 43 ARTICLE 12 GENERAL PROVISIONS 39 43 12.1 Notices 39 43 12.2 Survival of Rights 39 43 12.3 Additional Documents 40 43 12.4 Severability 40 44 12.5 Entire Agreement 40 44 12.6 Pronouns and Plurals 40 44 12.7 Headings 40 44 12.8 Counterparts 40 44 12.9 Governing Law 40 EXHIBITA 44 EXHIBIT A GENERAL PARTNER PARTNER, ORIGINAL LIMITED PARTNER, AND ORIGINAL SPECIAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 46 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 FIRST 47 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP IVVI, L.P. Strategic Storage Operating Partnership IVVI, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2October 15, 20162020. This First Second Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of [___], 2017, 2021 among Strategic Storage Trust IVVI, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

Changes in General Partner. 28 22 7.1 Transfer of the General Partner’s Partnership Interest 28 22 7.2 Admission of a Substitute or Additional General Partner 30 23 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 24 7.4 Removal of a General Partner 31 24 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 25 8.1 Management of the Partnership 32 25 8.2 Power of Attorney 32 25 8.3 Limitation on Liability of Limited Partners 32 25 8.4 Exchange Right 32 26 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 27 9.1 Purchase for Investment 34 27 9.2 Restrictions on Transfer of Limited Partnership Interests 34 27 9.3 Admission of Substitute Limited Partner 35 29 9.4 Rights of Assignees of Partnership Interests 36 30 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 30 9.6 Joint Ownership of Interests 37 30 9.7 Redemption of Partnership Units 37 30 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 31 10.1 Books and Records 37 31 10.2 Custody of Partnership Funds; Bank Accounts 37 31 10.3 Fiscal and Taxable Year 38 31 10.4 Annual Tax Information and Report 38 31 10.5 Tax Matters Partner; Tax Elections; Special Basis Adjustments 38 31 10.6 Reports Made Available to Limited Partners 38 32 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 32 ARTICLE 12 GENERAL PROVISIONS 39 33 12.1 Notices 39 33 12.2 Survival of Rights 39 33 12.3 Additional Documents 40 33 12.4 Severability 40 33 12.5 Entire Agreement 40 33 12.6 Pronouns and Plurals 40 33 12.7 Headings 40 33 12.8 Counterparts 40 33 12.9 Governing Law 40 EXHIBITA 33 EXHIBIT A GENERAL PARTNER AND ORIGINAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 35 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 36 FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP IVPARTNERSHIP, L.P. Strategic Storage Operating Partnership IVPartnership, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2August 14, 20162007. This First Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of ____________, 2017, among 200__ between Strategic Storage Trust IVTrust, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner ) and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

Changes in General Partner. 28 7.1 Transfer of the General Partner’s Partnership Interest 28 7.2 Admission of a Substitute or Additional General Partner 30 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 7.4 Removal of a General Partner 31 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 8.1 Management of the Partnership 32 8.2 Power of Attorney 32 8.3 Limitation on Liability of Limited Partners 32 8.4 Exchange Right 32 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 9.1 Purchase for Investment 34 9.2 Restrictions on Transfer of Limited Partnership Interests 34 9.3 Admission of Substitute Limited Partner 35 9.4 Rights of Assignees of Partnership Interests 36 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 9.6 Joint Ownership of Interests 37 9.7 Redemption of Partnership Units 37 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 10.1 Books and Records 37 10.2 Custody of Partnership Funds; Bank Accounts 37 10.3 Fiscal and Taxable Year 38 10.4 Annual Tax Information and Report 38 10.5 Tax Matters Partner; Tax Elections; Special Basis Adjustments 38 10.6 Reports Made Available to Limited Partners 38 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 ARTICLE 12 GENERAL PROVISIONS 39 12.1 Notices 39 12.2 Survival of Rights 39 12.3 Additional Documents 40 12.4 Severability 40 12.5 Entire Agreement 40 12.6 Pronouns and Plurals 40 12.7 Headings 40 12.8 Counterparts 40 12.9 Governing Law 40 EXHIBITA EXHIBIT A GENERAL PARTNER AND ORIGINAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP IV, L.P. Strategic Storage Operating Partnership IV, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2, 2016. This First Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of January 17, 2017, among Strategic Storage Trust IV, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

Changes in General Partner. 28 29 7.1 Transfer of the General Partner’s Partnership Interest 28 29 7.2 Admission of a Substitute or Additional General Partner 30 31 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 7.4 Removal of a General Partner 31 32 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 33 8.1 Management of the Partnership 32 33 8.2 Power of Attorney 32 33 8.3 Limitation on Liability of Limited Partners 32 33 8.4 Exchange Right 32 33 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 35 9.1 Purchase for Investment 34 35 9.2 Restrictions on Transfer of Limited Partnership Interests 34 35 9.3 Admission of Substitute Limited Partner 35 36 9.4 Rights of Assignees of Partnership Interests 36 37 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 9.6 Joint Ownership of Interests 37 38 9.7 Redemption of Partnership Units 37 38 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 38 10.1 Books and Records 37 38 10.2 Custody of Partnership Funds; Bank Accounts 37 38 10.3 Fiscal and Taxable Year 38 39 10.4 Annual Tax Information and Report 38 39 10.5 Tax Matters Partner; Tax Elections; Special Basis Adjustments 38 39 10.6 Reports Made Available to Limited Partners 38 39 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 40 ARTICLE 12 GENERAL PROVISIONS 39 40 12.1 Notices 39 40 12.2 Survival of Rights 39 40 12.3 Additional Documents 40 12.4 Severability 40 12.5 Entire Agreement 40 41 12.6 Pronouns and Plurals 40 41 12.7 Headings 40 41 12.8 Counterparts 40 41 12.9 Governing Law 40 EXHIBITA 41 EXHIBIT A GENERAL PARTNER AND ORIGINAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 AS OF JULY 15, 2014 43 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 FIRST 44 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE SS GROWTH OPERATING PARTNERSHIP IVPARTNERSHIP, L.P. Strategic Storage SS Growth Operating Partnership IVPartnership, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2March 13, 20162013. This First Second Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of July 31, 2017, 2014 among Strategic Storage Trust IVGrowth Trust, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

Changes in General Partner. 28 22 7.1 Transfer of the General Partner’s Partnership Interest 28 22 7.2 Admission of a Substitute or Additional General Partner 30 23 7.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner 31 24 7.4 Removal of a General Partner 31 24 ARTICLE 8 RIGHTS AND OBLIGATIONS OF THE LIMITED PARTNERS 32 25 8.1 Management of the Partnership 32 25 8.2 Power of Attorney 32 25 8.3 Limitation on Liability of Limited Partners 32 25 8.4 Exchange Right 32 26 ARTICLE 9 TRANSFERS OF LIMITED PARTNERSHIP INTERESTS 34 27 9.1 Purchase for Investment 34 27 9.2 Restrictions on Transfer of Limited Partnership Interests 34 27 9.3 Admission of Substitute Limited Partner 35 29 9.4 Rights of Assignees of Partnership Interests 36 30 9.5 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner 37 30 9.6 Joint Ownership of Interests 37 30 9.7 Redemption of Partnership Units 37 30 ARTICLE 10 BOOKS AND RECORDS; ACCOUNTING; TAX MATTERS 37 31 10.1 Books and Records 37 31 10.2 Custody of Partnership Funds; Bank Accounts 37 31 10.3 Fiscal and Taxable Year 38 31 10.4 Annual Tax Information and Report 38 31 10.5 Tax Matters Partner; Tax Elections; Special Basis Adjustments 38 31 10.6 Reports Made Available to Limited Partners 38 32 ARTICLE 11 AMENDMENT OF AGREEMENT; MERGER 39 32 ARTICLE 12 GENERAL PROVISIONS 39 33 12.1 Notices 39 33 12.2 Survival of Rights 39 33 12.3 Additional Documents 40 33 12.4 Severability 40 33 12.5 Entire Agreement 40 33 12.6 Pronouns and Plurals 40 33 12.7 Headings 40 33 12.8 Counterparts 40 33 12.9 Governing Law 40 EXHIBITA 33 EXHIBIT A GENERAL PARTNER AND ORIGINAL LIMITED PARTNER, CAPITAL CONTRIBUTIONS AND PERCENTAGE INTERESTS 42 35 EXHIBIT B NOTICE OF EXERCISE OF EXCHANGE RIGHT 43 36 FIRST AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP IVPARTNERSHIP, L.P. Strategic Storage Operating Partnership IVPartnership, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on June 2August 14, 20162007. This First Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of March 17, 2017, among 2008 between Strategic Storage Trust IVTrust, Inc., a Maryland corporation (the “General Partner”), the Original Limited Partner ) and the Special Limited Partner set forth on Exhibit A hereto, and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.