Conversion of LTIP Units. (a) An LTIP Holder shall have the right (the “Conversion Right”), at its option, at any time to convert all or a portion of its Vested LTIP Units into Limited Partnership Units; provided, however, that an LTIP Holder may not exercise the Conversion Right for fewer than one thousand (1,000) Vested LTIP Units or, if such LTIP Holder holds fewer than one thousand (1,000) Vested LTIP Units, all of the LTIP Holder’s Vested LTIP Units. LTIP Holders shall not have the right to convert Unvested LTIP Units into Limited Partnership Units until they become Vested LTIP Units; provided, however, that when a LTIP Holder is notified of the expected occurrence of an event that will cause its Unvested LTIP Units to become Vested LTIP Units, such Person may give the Partnership a Conversion Notice conditioned upon and effective as of the time of vesting, and such Conversion Notice, unless subsequently revoked by the LTIP Holder, shall be accepted by the Partnership subject to such condition. The General Partner shall have the right at any time to cause a conversion of Vested LTIP Units into Limited Partnership Units. In all cases, the conversion of any LTIP Units into Limited Partnership Units shall be subject to the conditions and procedures set forth in this Section 4.5.
(b) A holder of Vested LTIP Units may convert such interests into an equal number of fully paid and non-assessable Limited Partnership Units, giving effect to all adjustments (if any) made pursuant to Section 4.4(b). Notwithstanding the foregoing, in no event may a holder of Vested LTIP Units convert an amount of Vested LTIP Units that exceeds (x) the Economic Capital Account Balance of such holder, to the extent attributable to its ownership of LTIP Units, divided by (y) the Limited Partnership Unit Economic Balance, in each case as determined as of the effective date of conversion (the “Capital Account Limitation”).
(c) In order to exercise its Conversion Right, a LTIP Holder shall deliver a notice (a “Conversion Notice”) to the Partnership (with a copy to the General Partner) not less than 10 nor more than 60 days prior to a date (the “Conversion Date”) specified in such Conversion Notice; provided, however, that if the General Partner has not given to the LTIP Holders notice of a proposed or upcoming Transaction (as defined below) at least thirty (30) days prior to the effective date of such Transaction, then the LTIP Holders shall have the right to deliver a Conversion Notice until the earlier of (x)...
Conversion of LTIP Units. An LTIP Unitholder shall have the right (the “Conversion Right”), at his or her option, at any time to convert all or a portion of his or her Vested LTIP Units into Common Units; provided, however, that a holder may not exercise the Conversion Right for less than one thousand (1,000) Vested LTIP Units or, if such holder holds less than one thousand Vested LTIP Units, all of the Vested LTIP Units held by such holder. LTIP Unitholders shall not have the right to convert Unvested Incentive Units into Common Units until they become Vested LTIP Units; provided, however, that when a LTIP Unitholder is notified of the expected occurrence of an event that will cause his or her Unvested Incentive Units to become Vested LTIP Units, such LTIP Unitholder may give the Company a Conversion Notice conditioned upon and effective as of the time of vesting and such Conversion Notice, unless subsequently revoked by the LTIP Unitholder, shall be accepted by the Company subject to such condition. The Manager shall have the right at any time to cause a conversion of Vested LTIP Units into Common Units. In all cases, the conversion of any LTIP Units into Common Units shall be subject to the conditions and procedures set forth in this Section 7.6.
Conversion of LTIP Units. The following Section 8.8 shall be appended to Article 8 of the Partnership Agreement.
Conversion of LTIP Units. (i) Subject to Section 4.4.E(ii), a Holder of LTIP Units shall have the right (the “Conversion Right”), at his or her option, at any time to convert all or a portion of his or her Vested LTIP Units into Common Units; provided, however, that a holder
Conversion of LTIP Units. Subject to the terms of the Incentive Plans and the applicable Award Agreement, or as otherwise provided herein, to the extent that an LTIP Unit is fully vested and no longer subject to forfeiture, the LTIP Unitholder of such LTIP Unit shall have the right (the “Conversion Right”), at his or her option, to convert the LTIP Unit into a Common Share; provided, however, that a holder may not exercise the Conversion Right for less than 1,000 LTIP Units or, if such holder holds less than 1,000 LTIP Units, all of the vested LTIP Units held by such holder, and such holder must comply with all applicable procedures and policies as may be required by the Board of Directors to effect such conversion. Notwithstanding the foregoing, the Board of Directors shall have the right, but not the obligation, at any time to cause a conversion of LTIP Units into Common Shares.
Conversion of LTIP Units. 31 Section 4.8. No Interest; No Return 34 Section 4.9. Other Contribution Provisions 34 Section 4.10. No Third Party Beneficiary 34 Article V DISTRIBUTIONS 34 Section 5.1. Requirement and Characterization of Distributions 34 Section 5.2. Interests in Property not Held Through the Partnership 35 Section 5.3. Distributions In-Kind 35 Section 5.4. Amounts Withheld 35
Conversion of LTIP Units. 27 Section 4.08. Characterization as Profits Interests.......................................................... 30
Conversion of LTIP Units. 37 Section 8.8 Voting Rights of LTIP Units. 40 Article 9 BOOKS, RECORDS, ACCOUNTING AND REPORTS 40 Section 9.1 Records and Accounting. 40 Section 9.2 Fiscal Year. 41 Section 9.3 Reports. 41 Article 10 TAX MATTERS 41 Section 10.1 Preparation of Tax Returns. 41 Section 10.2 Tax Elections. 41 Section 10.3 Tax Matters Partner/Partnership Representative. 42 Section 10.4 Organizational Expenses. 43 Section 10.5 Withholding. 43 Article 11 TRANSFERS AND WITHDRAWALS 44 Section 11.1 Transfer. 44 Section 11.2 Transfer of General Partner’s Partnership Interest. 44 Section 11.3 Transfer of Limited Partners’ Partnership Interests. 46 Section 11.4 Substituted Limited Partners. 47 Section 11.5 Assignees. 47 Section 11.6 General Provisions. 48 Article 12 ADMISSION OF PARTNERS 48 Section 12.1 Admission of Successor General Partner. 48
Conversion of LTIP Units. A. An LTIP Unitholder shall have the right (the “Conversion Right”), at his or her option, at any time to convert all or a portion of his or her Vested LTIP Units into OP Units; provided, however, that a holder may not exercise the Conversion Right for less than 300 Vested LTIP Units or, if such holder holds less than one thousand Vested LTIP Units, all of the Vested LTIP Units held by such
Conversion of LTIP Units
