Common use of Classes and Series of Partnership Units Clause in Contracts

Classes and Series of Partnership Units. The General Partner is hereby authorized to cause the Partnership to issue Partnership Units designated as Class E Units (which may be designated by the General Partner upon issuance as Series 1 Class E Units or Series 2 Class E Units; provided, that all Class E Units issued to the General Partner shall be Series 1 Class E Units, and all other Class E Units issued prior to March 2, 2016 shall be Series 1 Class E Units), Class T Units (which may be designated by the General Partner upon issuance as Series 1 Class T Units or Series 2 Class T Units; provided, that all Class T Units issued to the General Partner shall be Series 1 Class T Units), Class S Units (which may be designated by the General Partner upon issuance as Series 1 Class S Units or Series 2 Class S Units; provided, that all Class S Units issued to the General Partner shall be Series 1 Class S Units), Class I Units and Class D Units. Each such Class shall have the rights and obligations attributed to that Class under this Agreement. Immediately following the time (if any) that the aggregate Investor Servicing Fees paid with respect to Resulting Series 2 Class T Units related to a single purchase of Interests in a Private Placement equals or exceeds such percentage as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer, provided that the Dealer Manager advises the General Partner’s transfer agent of the such percentage in writing) of the Total Equity Amount, all such Resulting Series 2 Class T Units (or fraction thereof) shall automatically convert to a number of Class I Units equal to the product of (a) the number of such Resulting Series 2 Class T Units and (b) the Value of Class T Units divided by the Value of Class I Units.

Classes and Series of Partnership Units. The General Partner is hereby authorized to cause the Partnership to issue Partnership Units designated as Class E Units (which may be designated by the General Partner upon issuance as Series 1 Class E Units or Series 2 Class E Units; provided, that all Class E Units issued to the General Partner shall be Series 1 Class E Units, and all other Class E Units issued prior to March 2, 2016 shall be Series 1 Class E Units), Class T Units (which may be designated by the General Partner upon issuance as Series 1 Class T Units, Series 2 Class T Units or Series 2 3 Class T Units; provided, that all Class T Units issued to the General Partner shall be Series 1 Class T Units), Class S I Units and Class D Units (which may be designated by the General Partner upon issuance as Series 1 Class S D Units or Series 2 Class S D Units; provided, that all Class S D Units issued to the General Partner shall be Series 1 Class S D Units), Class I Units and Class D Units. Each such Class shall have the rights and obligations attributed to that Class under this Agreement. ​ Immediately following the time (if any) that the aggregate Series 3 Class T Investor Servicing Fees paid with respect to Resulting Series 2 3 Class T Units related to a single purchase of Interests in a Private Placement equals or exceeds such percentage of the Total Equity Amount as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer, dealer (provided that the Dealer Manager advises the General Partner’s transfer agent of the such percentage in writing) of the Total Equity Amount), all such Resulting Series 2 3 Class T Units (or fraction thereof) shall automatically convert to a number of Class I Units equal to the product of (ai) the number of such Resulting Series 2 3 Class T Units and (bii) the Value of Class T Units divided by the Value of Class I Units. Immediately following the time (if any) that the aggregate Series 2 Class D Investor Servicing Fees paid with respect to Series 2 Class D Units related to a single purchase of Interests in a Private Placement equals or exceeds such percentage of the Total Equity Amount as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer (provided that the Dealer Manager advises the General Partner’s transfer agent of such percentage in writing), all such Series 2 Class D Units (or fraction thereof) shall automatically convert to a number of Class I Units equal to the product of (i) the number of such Series 2 Class D Units and (ii) the Value of Class D Units divided by the Value of Class I Units.

Classes and Series of Partnership Units. The General Partner is hereby authorized to cause the Partnership to issue Partnership Units designated as Class E Units (which may be designated by the General Partner upon issuance as Series 1 Class E Units or Series 2 Class E Units; provided, that all Class E Units issued to the General Partner shall be Series 1 Class E Units, and all other Class E Units issued prior to March 2, 2016 shall be Series 1 Class E Units), Class T Units (which may be designated by the General Partner upon issuance as Series 1 Class T Units, Series 2 Class T Units or Series 2 3 Class T Units; provided, that all Class T Units issued to the General Partner shall be Series 1 Class T Units), Class S I Units and Class D Units (which may be designated by the General Partner upon issuance as Series 1 Class S D Units or Series 2 Class S D Units; provided, that all Class S D Units issued to the General Partner shall be Series 1 Class S D Units), Class I Units and Class D Units. Each such Class shall have the rights and obligations attributed to that Class under this Agreement. ​ Immediately following the time (if any) that the aggregate Series 3 Class T Investor Servicing Fees paid with respect to Resulting Series 2 3 Class T Units related to a single purchase of Interests in a Private Placement equals or exceeds such percentage of the Total Equity Amount as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer, dealer (provided that the Dealer Manager advises the General Partner’s transfer agent of the such percentage in writing) of the Total Equity Amount), all such Resulting Series 2 3 Class T Units (or fraction thereof) shall automatically convert to a number of Class I Units equal to the product of (ai) the number of such Resulting Series 2 3 Class T Units and (bii) the Value of Class T Units divided by the Value of Class I Units. Immediately following the time (if any) that the aggregate Series 2 Class D Investor Servicing Fees paid with respect to Series 2 Class D Units related to a single purchase of Interests in a Private Placement equals or exceeds such percentage of the Total Equity Amount as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer (provided that the Dealer Manager advises the General Partner’s transfer agent of such percentage in writing), all such Series 2 Class D Units (or fraction thereof) shall automatically convert to a number of Class I Units equal to the product of (i) the number of such Series 2 Class D Units and (ii) the Value of Class D Units divided by the Value of Class I Units. Additional Capital Contributions and Issuances of Additional Partnership Interests. Except as provided in this Section 4.3 or in Section 4.4, the Partners shall have no right or obligation to make any additional Capital Contributions or loans to the Partnership. The General Partner may contribute additional capital to the Partnership, from time to time, and receive additional Partnership Interests in respect thereof, in the manner contemplated in this Section 4.3. Limited Partnership Interests will be issued to the General Partner in exchange for contributions by the General Partner to the capital of the Partnership of the proceeds received by the General Partners from the issuance of REIT Shares.