Common use of Class A Cumulative Preferred Units Clause in Contracts

Class A Cumulative Preferred Units. The Class A Cumulative Preferred Units outstanding immediately prior to the Merger were exchanged for Class A Cumulative Preferred Units created pursuant to the Unit Designation attached as Exhibit C hereto (the “Class A Preferred Unit Designation”) and Debt Securities under the Senior Subordinated Loan Agreement pursuant to Section 2.3(d) of the Merger Agreement. The Partnership and each of the Partners acknowledge and agree to treat for federal income tax purposes (and applicable state and local income tax purposes), except to the extent otherwise required by applicable law, (i) such exchange for Debt Securities under the Senior Subordinated Loan Agreement as a promise to make future payments on the exchanged Class A Cumulative Preferred Units, (ii) any cash payments of interest made pursuant to the Senior Subordinated Loan Agreement to Partners that held such exchanged Class A Cumulative Preferred Units as guaranteed payments within the meaning of Section 707(c) of the Code made by the Partnership to such Partners with respect to such exchanged Class A Cumulative Preferred Units, and (iii) any payments, other than interest payments, made pursuant to the Senior Subordinated Loan Agreement to Partners that held such exchanged Class A Cumulative Preferred Units as a distribution made by the Partnership to such Partners with respect to such exchanged Class A Cumulative Preferred Units pursuant to Article VII.