General Partner Expenses and Liabilities. The Partnership will pay or reimburse the General Partner for all ongoing accounting and administrative expenses of the General Partner so that, absent extraordinary circumstances, the General Partner will not bear any expenses beyond those borne by the Partnership. The Partnership shall pay all out-of-pocket costs and expenses (including legal, accounting, tax, consulting and other professional fees and expenses and travel and entertainment expenses) incurred by the Partnership, the General Partner, and the General Partner and its Affiliates in connection with the structuring and organization of the Partnership and the General Partner and the offering and sale of Units and Common Shares and Other Securities.
General Partner Expenses and Liabilities. All costs and expenses incurred by the Company in connection with its activities as the General Partner hereunder, all costs and expenses incurred by the Company in connection with its continued corporate existence, qualification as a real estate investment trust under the Code and otherwise, and all other liabilities incurred or suffered by the General Partner in connection with the pursuit of its business and affairs as contemplated hereunder and in connection herewith, shall be paid (or reimbursed to the Company, if paid by the Company) by the Partnership unless and to the extent that any such costs were paid by the Company in connection with the issuance of additional shares of beneficial interest of the Company as contemplated by Section 3.3(B) above. Notwithstanding anything to the contrary contained herein, this Section 9.9 shall apply only to the extent that such costs, expenses or liabilities exceed any cash distributed to the General Partner by any wholly-owned subsidiary of the General Partner.
General Partner Expenses and Liabilities. All costs and expenses incurred by the Company in connection with its activities as the General Partner hereunder, all costs and expenses incurred by the Company in connection with its continued existence, qualification as a real estate investment trust under the Code and otherwise, and all other liabilities incurred or suffered by the General Partner in connection with the pursuit of its business and affairs as contemplated hereunder and in connection herewith, shall be paid (or reimbursed to the Company, if paid by the Company) by the Partnership unless and to the extent that any such costs were paid by the Company in connection with the issuance of additional shares of beneficial interest of the Company as contemplated by Section 3.3(B) above.
General Partner Expenses and Liabilities. 32 ARTICLE X BANKING..................................................................................................33
General Partner Expenses and Liabilities. All costs and expenses incurred by the General Partners in connection with their activities as the General Partners hereunder, all costs and expenses incurred by the General Partners in connection with their qualification as real estate investment trusts under the Code and otherwise, other than directors' fees, any income tax liabilities and any filing or similar fees in connection with maintaining its continued corporate existence, and all other liabilities incurred or suffered by the General Partners in connection with the pursuit of their business and affairs as contemplated hereunder and in connection herewith, shall be paid (or reimbursed to the General Partners, if paid by the General Partners) by the Partnership unless and to the extent that any such costs were paid by the General Partners in connection with the issuance of additional shares of stock of the Company as contemplated by Paragraph 4.5(B) above.
General Partner Expenses and Liabilities. All costs and expenses incurred by the General Partner in connection with its activities as the General Partner hereunder, all costs and expenses incurred by the General Partner in connection with its continued corporate existence, qualification as a "qualified REIT subsidiary" under the Code and otherwise, and all other liabilities incurred or suffered by the General Partner in connection with the pursuit of its business and affairs as contemplated hereunder and in connection herewith, shall be paid (or reimbursed to the General Partner, if paid by the General Partner) by the Partnership.
General Partner Expenses and Liabilities. A. All costs and expenses incurred by the General Partner in connection with its activities as the General Partner hereunder, all costs and expenses incurred by the General Partner in connection with its continued corporate existence, qualification as a Real Estate Investment Trust under the Code and otherwise, and all other liabilities incurred or suffered by the General Partner in connection with the pursuit of its business and affairs as contemplated hereunder and in connection with its activities as the General Partner hereunder, shall be paid (or reimbursed to the General Partner, if paid by the General Partner) by the Partnership.
B. Notwithstanding any provisions to the contrary set forth in this Agreement, the amount of any distributions, payments or reimbursements pursuant to this Agreement to the General Partner shall be reduced by any amount derived by the General Partner from any investments owned directly by the General Partner (including without limitation amounts derived from its ownership of those subsidiaries described in Section 9.6).
General Partner Expenses and Liabilities. All costs and expenses incurred by the General Partner or the Trust in connection with its activities as a Partner hereunder, all costs and expenses incurred by the General Partner and the Trust in connection with the Trust's continued existence, qualification as a Real Estate Investment Trust under the Code and otherwise, and all other liabilities incurred or suffered by the General Partner or the Trust in connection with the pursuit of their business and affairs as contemplated hereunder and in connection with activities as a Partner hereunder, shall be paid (or reimbursed to the General Partner or the Trust, as the case may be, if paid by the General Partner or the Trust) by the Partnership. Such expenses shall be deemed to include, without limitation, those expenses required in connection with the administration of the Partnership and the Trust such as the maintenance of Partnership and Trust books and records, management of the Partnership and Trust property and assets and preparation of information respecting the Partnership needed by the Partners in the preparation of their individual tax returns. The General Partner and the Trust shall also be reimbursed for all expenses the General Partner or the Trust incurs relating to the organization of the Trust, the Partnership and the General Partner, the initial public offering of Common Shares by the Trust and the transactions related to or occurring in connection therewith, including, without limitation, the Initial Transactions, and any other issuance of additional Partnership Interests, Common Shares, Preferred Shares or Other Securities.
General Partner Expenses and Liabilities. 41 SECTION 9.10. TITLE TO PARTNERSHIP ASSETS.....................................42 SECTION 9.11. RELIANCE BY THIRD PARTIES.......................................42
General Partner Expenses and Liabilities. A. All costs and expenses incurred by the General Partner in connection with its activities as the General Partner hereunder, all costs and expenses incurred by the General Partner in connection with its continued corporate existence, qualification as a Real Estate Investment Trust under the Code and otherwise, and all other liabilities incurred or suffered by the General Partner in connection with the pursuit of its business and affairs as contemplated hereunder and in connection with its activities as the General Partner hereunder, shall be paid (or reimbursed to the General Partner, if paid by the General Partner) by the Partnership.
B. Notwithstanding any provisions to the contrary set forth in this Agreement, the amount of any distributions, payments or reimbursements pursuant to this Agreement to the General Partner shall be reduced by any amount derived by the General Partner from any investments owned directly by the General Partner (including without limitation amounts derived from its ownership of those subsidiaries described in Section 9.6).
C. Notwithstanding anything contained herein to the contrary, if the proceeds actually received and thereafter contributed to the Partnership by the General Partner pursuant to any additional issuance as described in Section 3.2(B) are less than the gross proceeds of such issuance as a result of any underwriter’s discount or other expenses paid or incurred in connection with such issuance, then the General Partner shall be deemed to have made a Capital Contribution to the Partnership in the amount of the gross proceeds of such issuance and the Partnership shall be deemed simultaneously to have reimbursed the General Partner pursuant to this Section 9.9 for the amount of such underwriter’s discount or other expenses.
