Common use of Conversion of Class D Units Clause in Contracts

Conversion of Class D Units. Effective on the business day after the record date for the distribution on Common Units for the fiscal quarter ending December 31, 2015, each Class D Unit shall become convertible at the election of the holder thereof or the Partnership into a Common Unit on a one-for-one basis by delivery of written notice to the Partnership or the holder thereof, as applicable, setting forth the number of Class D Units held by the holder, the number of Class D Units it is electing to convert, and other applicable information as may be reasonably requested by the Partnership or the holder thereof, as applicable (such date on which a holder or the Partnership elects to convert a Class D Unit, a “Class D Conversion Date”). If such Class D Units are Certificated, a Class D Unit Certificate shall be delivered by the holder to the Transfer Agent representing an amount of Class D Units at least equal to the amount such holder or the Partnership, as applicable, is electing to convert (or an instruction letter shall be delivered by the holder to the Transfer Agent if the Class D Units are in book-entry form), together with such additional information as may be requested by the Transfer Agent. Thereafter, the Partnership shall take commercially reasonable steps to complete the conversion in accordance with this Section 5.13(d). In the case of any Certificate representing Class D Units which are converted in part only, upon such conversion the Transfer Agent shall authenticate and deliver to the holder of Class D Units thereof, at the expense of the Partnership, a new Certificate representing the number of Class D Units not so converted.

Conversion of Class D Units. (i) Effective on the business day after the record date for the distribution on Common Units for the fiscal quarter ending December 31, 2015, each Class D Unit shall become convertible at the election of the holder thereof or the Partnership into a Common Unit on a one-for-one basis by delivery of written notice to the Partnership or the holder thereof, as applicable, setting forth the number of Class D Units held by the holder, the number of Class D Units it is electing to convert, and other applicable information as may be reasonably requested by the Partnership or the holder thereof, as applicable (such date on which a holder or the Partnership elects to convert a Class D Unit, a “Class D Conversion Date”). If such Class D Units are Certificated, a Class D Unit Certificate shall be delivered by the holder to the Transfer Agent representing an amount of Class D Units at least equal to the amount such holder or the Partnership, as applicable, is electing to convert (or an instruction letter shall be delivered by the holder to the Transfer Agent if the Class D Units are in book-entry form), together with such additional information as may be requested by the Transfer Agent. Thereafter, the Partnership shall take commercially reasonable steps to complete the conversion in accordance with this Section 5.13(d). In the case of any Certificate representing Class D Units which are converted in part only, upon such conversion the Transfer Agent shall authenticate and deliver to the holder of Class D Units thereof, at the expense of the Partnership, a new Certificate representing the number of Class D Units not so converted. (ii) Upon conversion, the rights of a holder of converted Class D Units as holder of Class D Units shall cease with respect to such converted Class D Units, including any rights under this Agreement with respect to holders of Class D Units, and such Person shall continue to be a Limited Partner and have the rights of a holder of Common Units under this Agreement with respect to the Common Units received in such conversion. Each Class D Unit shall, upon its Class D Conversion Date, be deemed to be transferred to, and cancelled by, the Partnership in exchange for the issuance of the Common Unit into which such Class D Unit converted. (iii) The Partnership shall pay any documentary, stamp or similar issue or transfer taxes or duties relating to the issuance or delivery of Common Units upon conversion of the Class D Units. However, the holder shall pay any tax or duty that may be payable relating to any transfer involving the issuance or delivery of Common Units in a name other than the holder’s name. The Transfer Agent may refuse to deliver the Certificate representing Common Units (or notation of book entry) being issued in a name other than the holder’s name until the Transfer Agent receives a sum sufficient to pay any tax or duties which will be due because the Common Units are to be issued in a name other than the holder’s name. Nothing herein shall preclude any tax withholding required by law or regulation. (iv) (A) The Partnership shall keep free from preemptive rights a sufficient number of Common Units to permit the conversion of all Outstanding Class D Units into Common Units to the extent provided in, and in accordance with, this Section 5.13(d).

Conversion of Class D Units. Effective on the business day after the record date for the distribution on Common Units for the fiscal quarter ending December 31, 2015, each (i) Any Class D Unit shall become be convertible at the sole election of the holder thereof or the Partnership into a Class A Common Unit on a one-for-one basis at any time on or after the fifth anniversary of the Class D Unit Issuance Date by delivery of written notice (the “Class D Unit Conversion Notice”) to the Partnership or the holder thereof, as applicablePartnership, setting forth the number of Class D Units held by the holder, the number of Class D Units it is electing to convert, and other applicable information as may be reasonably requested by the Partnership or the holder thereof, as applicable (such date on which a holder or the Partnership elects to convert a Class D Unit, a “Class D Unit Conversion Date”). If such Class D Units are Certificated, a . (ii) As promptly as practicable following the Class D Unit Certificate shall be delivered by the holder Conversion Date and subject to the Transfer Agent representing an amount of Class D Units at least equal to the amount such holder or the Partnership, as applicable, is electing to convert (or an instruction letter shall be delivered by the holder to the Transfer Agent if the Class D Units are in book-entry form)provisions set forth below, together with such additional information as may be requested by the Transfer Agent. Thereafter, the Partnership shall take commercially reasonable steps to complete the conversion in accordance with this Section 5.13(d). In the case of any Certificate representing Class D Units which are converted in part only, upon such conversion the Transfer Agent shall authenticate and deliver to the holder of Class D Units thereofbeing converted pursuant to this Section 4.15(c) shall surrender the certificate or certificates representing the Class D Units being converted, if any, duly endorsed, at the expense office of the Partnership. As promptly as practicable following the receipt of such certificate or certificates (or a lost certificate affidavit reasonably acceptable to the Partnership in the event of a lost certificate) representing the Class D Units by the Partnership, if any, as provided in the immediately preceding sentence (but in any event no later than five (5) Business Days thereafter), the Partnership shall issue a new Certificate representing certificate or certificates for an equal number of Class A Common Units (with the number of and denomination of such certificates designated by such holder) to such holder or to such other Person or Persons as such holder shall have designated in the Class D Units not so converted.Unit