General Partner Assumption of Right. (i) If a Limited Partner has delivered a Notice of Redemption, the General Partner may, in its sole and absolute discretion (subject to any limitations on ownership and transfer of Shares set forth in the Articles of Incorporation), elect to assume directly and satisfy a Redemption Right by paying to the Redeeming Partner either the Cash Amount or the Shares Amount, as the General Partner determines in its sole and absolute discretion (provided that payment of the Redemption Amount in the form of Shares shall be in Shares registered under Section 12 of the Exchange Act and listed for trading on the exchange or national market on which the Shares are Publicly Traded, and provided, further that, in the event that the Shares are not Publicly Traded at the time a Redeeming Partner exercises its Redemption Right, the Redemption Amount shall be paid only in the form of the Cash Amount unless the Redeeming Partner, in its sole and absolute discretion, consents to payment of the Redemption Amount in the form of the Shares Amount), on the Specified Redemption Date, whereupon the General Partner shall acquire the Class A Units offered for redemption by the Redeeming Partner and shall be treated for all purposes of this Agreement as the owner of such Partnership Units. Unless the General Partner, in its sole and absolute discretion, shall exercise its right to assume directly and satisfy the Redemption Right, the General Partner shall not have any obligation to the Redeeming Partner or to the Partnership with respect to the Redeeming Partner’s exercise of the Redemption Right. In the event the General Partner shall exercise its right to satisfy the Redemption Right in the manner described in the first sentence of this Section 8.06.B and shall fully perform its obligations in connection therewith, the Partnership shall have no right or obligation to pay any amount to the Redeeming Partner with respect to such Redeeming Partner’s exercise of the Redemption Right, and each of the Redeeming Partner, the Partnership and the General Partner shall, for federal income tax purposes, treat the transaction between the General Partner and the Redeeming Partner as a sale of the Redeeming Partner’s Partnership Units to the General Partner. Nothing contained in this Section 8.06.B shall imply any right of the General Partner to require any Limited Partner to exercise the Redemption Right afforded to such Limited Partner pursuant to Section 8.06.A above.
(ii) In the event that the G...
General Partner Assumption of Right. (i) If a Limited Partner has delivered a Notice of Redemption, the General Partner Entity may, in its sole and absolute discretion (subject to the limitations on ownership and transfer of Shares set forth in the Declaration of Trust), elect to assume directly and satisfy a Redemption Right. If such election is made by the General Partner Entity, the Partnership shall determine whether the General Partner Entity shall pay the Redemption Amount in the form of the Cash Amount or the Shares Amount. The Partnership’s decision regarding whether such payment shall be made in the form of the Cash Amount or the Shares Amount shall be made by the General Partner, in its capacity as the general partner of the Partnership and in its sole and absolute discretion. Payment of the Redemption Amount in the form of Shares shall be in Shares registered for resale under Section 12 of the Exchange Act and listed for trading on the exchange or national market on which the Shares are Publicly Traded and the issuance of Shares upon redemption shall be registered under the Securities Act or, at the election of the General Partner Entity resale of the Shares issued upon redemption shall be registered (so long as the Redeeming Partner provides all information required for such registration), and, provided further that, if the Shares are not Publicly Traded at the time a Redeeming Partner exercises its Redemption Right, the Redemption Amount shall be paid only in the form of the Cash Amount unless the Redeeming Partner, in its sole and absolute discretion, consents to payment of the Redemption Amount in the form of the Shares Amount), on the Specified Redemption Date, upon such payment the General Partner Entity shall acquire the Partnership Units offered for redemption by the Redeeming Partner and shall be treated for all purposes of this Agreement as the owner of such Partnership Units. Unless the General Partner Entity, in its sole and absolute discretion, shall exercise its right to assume directly and satisfy the Redemption Right, the General Partner Entity shall not have any obligation to the Redeeming Partner or to the Partnership with respect to the Redeeming Partner’s exercise of the Redemption Right. If the General Partner Entity shall exercise its right to assume directly and satisfy the Redemption Right in the manner described in the first sentence of this Section 8.6B and shall fully perform its obligations in connection therewith, the Partnership shall have no right or ...
General Partner Assumption of Right. (a) If the holder of the Series D-2 Preferred Units has delivered a Series D-2 Notice of Redemption, the General Partner may, in its sole and absolute discretion (subject to any limitations on ownership and transfer of Shares set forth in the Declaration of Trust), elect to assume directly and satisfy the Series D-2 Redemption Right by paying to the Redeeming Partner either (x) the redemption price required in Section 2.E(i)(a) above plus any accumulated and unpaid distributions (whether or not declared) for the Series D-2 Preferred Units being redeemed or (y) in the form of Series D-2 Preferred Shares, as set forth in paragraph (b) below. Unless the General Partner, in its sole and absolute discretion, shall exercise its right to assume directly and satisfy the Series D-2 Redemption Right, the General Partner shall not have any obligation to the Redeeming Partner or to the Partnership with respect to the Redeeming Partner's exercise of the Series D-2 Redemption Right. In the event the General Partner shall exercise its right to satisfy the Series D-2 Redemption Right in the manner described in the first sentence of this paragraph (ii) and shall fully perform its obligations in connection therewith, the Partnership shall have no right or obligation to pay any amount to the Redeeming Partner with respect to such Redeeming Partner's exercise of the Series D-2 Redemption Right, and each of the Redeeming Partner, the Partnership and the General Partner shall, for federal income tax purposes, treat the transaction between the General Partner and the Redeeming Partner as a sale of the Redeeming Partner's Partnership Units to the General Partner. Nothing contained in this paragraph (ii) shall imply any right of the General Partner to require any holder of Series D-2 Preferred Units to exercise the Series D-2 Redemption Right afforded pursuant to paragraph (i) above.
(b) In the event that the Partnership redeems Series D-2 Preferred Units for cash in accordance with Section 2.E(i)(a), the units so redeemed shall be terminated. In the event that the General Partner determines to pay the Redeeming Partner in the form of Series D-2 Preferred Shares, the General Partner shall issue to the Series D-2 Redeeming Partner one Series D-2 Preferred Share for each Series D-2 Preferred Unit being redeemed (subject to modification as set forth in paragraph (c) below), whereupon the General Partner shall acquire the Series D-2 Preferred Units offered for redemption by the Series...
General Partner Assumption of Right. (i) Notwithstanding the provisions of Section 8.5.A hereof, if a holder of an OP Unit has delivered to the Partnership a Notice of Redemption, then the General Partner may, in its sole and absolute discretion (subject to the limitations on ownership and transfer of the Common Shares set forth in the Articles of Incorporation), elect to assume and satisfy the Partnership’s redemption obligation and acquire some or all of the Redeemed Units from the Redeeming Partner in exchange for the Shares Amount (as of the Specified Redemption Date) and, if the General so elects, the Redeeming Partner shall sell the Redeemed Units to the General Partner in exchange for the Shares Amount. In such event, the Redeeming Partner shall have no right to cause the General Partner to redeem such Redeemed Units for the Cash Amount. The General Partner shall give such Redeeming Partner written notice of its election on or before the close of business on the fifth Business Day after the receipt of the Notice of Redemption.
General Partner Assumption of Right. Notwithstanding the provisions of Section 8.6.A, the General Partner may, in its sole and absolute discretion, assume directly and satisfy a Redemption Right by paying to the Redeeming Partner the Redemption Amount on the Specified Redemption Date, whereupon the General Partner shall acquire the Partnership Units offered for redemption by the Redeeming Partner and shall be treated for all purposes of this Agreement as the owner of such Partnership Units. In the event the General Partner shall exercise its right to satisfy the Redemption Right in the manner described in the preceding sentence, the Partnership shall have no obligation to pay any amount to the Redeeming Partner with respect to such Redeeming Partner's exercise of the Redemption Right, and each of the Redeeming Partner, the Partnership, and the General Partner shall treat the transaction between the General Partner and the Redeeming Partner as a sale of the Redeeming Partner's Partnership Units to the General Partner for federal income tax purposes. Each Redeeming Partner agrees to execute such documents as the General Partner may reasonably require in connection with the issuance of REIT Shares upon exercise of the Redemption Right. Nothing contained in this Section 8.6.B shall imply any right of the General Partner to require any Limited Partner to exercise the Redemption Right afforded to such Limited Partner pursuant to Section 8.6.A hereof.
General Partner Assumption of Right. (a) If the holder of the Series D-6 Preferred Units has delivered a Series D-6 Notice of Redemption, the General Partner may, in its sole and absolute discretion (subject to any limitations on ownership and transfer of Shares set forth in the Declaration of Trust), elect to assume directly and satisfy the Series D-6 Redemption Right by paying to the Redeeming Partner either (x) the redemption price required in Section 2.E(i)(a) above plus any accumulated and unpaid distributions on the Series D-6 Preferred Units being redeemed or (y) in the form of Series D-6 Preferred Shares in the Trust, as set forth in paragraph (b) below. Unless the General Partner, in its sole and absolute discretion, shall exercise its right to assume directly and satisfy the Series D-6 Redemption Right, the General Partner shall not have any obligation to the Redeeming Partner or to the Partnership with respect to the Redeeming Partner's exercise of the Series D-6
General Partner Assumption of Right. (a) If the holder of the Series F-1 Preferred Units has delivered a Series F-1 Notice of Redemption, the General Partner may, in its sole and absolute discretion, elect to assume directly and satisfy the Series F-1 Redemption Right by delivering to the Series F-1 Redeeming Partner on the Series F-1 Specified Redemption Date either (x) the cash redemption price required in Paragraph 2.E(i)(a) above or (y) a number of Common Shares equal to the quotient of (A) the aggregate Liquidation Preference of the Series F-1 Preferred Units being redeemed plus all accrued and unpaid distributions (whether or not declared) in arrears for any Distribution Period ending on or prior to the Series F-1 Specified Redemption Date divided by (B) the Value of a Common Share (determined as of the Series F-1 Specified Redemption Date); provided that the General Partner may not elect to deliver Common Shares pursuant to clause (y) of this sentence with respect to a redemption occurring on the first Business Day of the first Distribution Period in any calendar year unless the Series F-1 Redeeming Partner consents to such election in advance. In the event that the Series F-1 Redeeming Partner sells any Common Shares issued pursuant to this Paragraph 2.E(ii)(a) within thirty days of either the date of issuance of such Common Shares or, if later than such date of issuance, the date when such Common Shares first become saleable without restrictions under the Securities Act of 1933, the Partnership or the General Partner shall promptly reimburse the Series F-1 Redeeming Partner for such commercially reasonable brokerage commissions as were actually incurred by the Series
(b) In the event that the Partnership redeems Series F-1 Preferred Units for cash in accordance with Paragraph 2.E(i)(a), the units so redeemed shall be terminated. In the event that the General Partner determines to acquire the Series F-1 Redeeming Partner's Series F-1 Preferred Units, whether for cash or Common Shares, then upon acquisition of such units by the General Partner, the General Partner shall be treated for all purposes of the Agreement as the owner of those Series F-1 Preferred Units so acquired and concurrently with any such acquisition of Series F-1 Preferred Units by the General Partner for Common Shares, the Series F-1 Preferred Units so acquired shall automatically be converted into a number of Class A Units equal to the number of Class A Units that would have been issuable to the Series F-1 Redeeming ...
General Partner Assumption of Right. (a) If the holder of the Series D-7 Preferred Units has delivered a Series D-7 Notice of Redemption, the General Partner may, in its sole and absolute discretion (subject to any limitations on ownership and transfer of Shares set forth in the Declaration of Trust), elect to assume directly and satisfy the Series D-7 Redemption Right by paying to the Redeeming Partner either (x) an amount equal to the holder's Capital Account for the Series D-7 Preferred Units being redeemed after the Carrying Values of all Partnership assets are adjusted pursuant to Section 1.D of Exhibit B to the Agreement and the holder's Capital Account is adjusted accordingly or (y) in the form of Series D-7 Preferred Shares, as set forth in paragraph (b)
General Partner Assumption of Right. (a) If the holder of the Series D-13 Preferred Units has delivered a Series D-13 Notice of Redemption pursuant to which the Partnership is required to redeem all or a portion of the Series D-13 Preferred Units subject to such notice for cash, the General Partner may, in its sole and absolute discretion (subject to any limitations on ownership and transfer of Shares set forth in the Declaration of Trust), elect to assume directly and satisfy the Series D-13
General Partner Assumption of Right. (a) If the holder of the Series E-1 Preferred Units has delivered a Series E-1 Notice of Redemption and has specified that the redemption is to be satisfied in cash (as opposed to Class A Units), the General Partner may, in its sole and absolute discretion (subject to any limitations on ownership and transfer of Shares set forth in the Declaration of Trust), elect to assume directly and satisfy the Series E-1 Redemption Right by delivering to the Series E-1 Redeeming Partner on the Series E-1 Specified Redemption Date either (x) the cash redemption price required in Paragraph 2.E(i)(a)(y) above or (y) a number of Common Shares equal to the number of Class A Units that would have been issuable by the
