Common use of Limitation on Issuance of Preferred Units Clause in Contracts

Limitation on Issuance of Preferred Units. Subject to Section 4.5(f)(ii), Preferred Units may be issued to the General Partner pursuant to Section 4.2(b)(i) or to any Limited Partner only if, as a result of such issuance and the application of the proceeds therefrom, the sum of (i) the aggregate liquidation preference of all outstanding Preferred Units entitled to priority upon liquidation and (ii) the Partnership's gross sales price of outstanding Preferred Units entitled to priority only with respect to distributions of Available Cash would not exceed twenty percent (20%) of the Partnership's book value before depreciation and amortization as of the end of the calendar quarter preceding the date of issuance, determined in accordance with generally accepted accounting principles. Nothing in this Section 14.1(g)(ii) shall be construed to prohibit the General Partner from (i) redeeming Series A Preferred Units or other Preferred Units issued from time to time pursuant to this Section 14.1(g)(ii) to third parties who are not Affiliates of the General Partner and (ii) holding and receiving distributions on such Redeemed Preferred Units where such Units are redeemed in exchange for preferred stock of the General Partner having designations, preferences and other rights substantially similar to the designations, preferences and other rights of the Units so redeemed. A non-consenting Preexisting Partner may consent in writing at any time after the adoption of this Fourth Amended Agreement to the provisions of this Fourth Amended Agreement, by delivering written notice of such consent to the General Partner in such form as the General Partner may require, and such consent shall be effective beginning on the first day of January after the date that the General Partner receives such consent. Once a consent is delivered hereunder, it may not be revoked. If all Preexisting Partners consent to this Fourth Amended Agreement, as promptly as practicable thereafter, the General Partner shall provide written notice to the Limited Partners of such consent and of the date(s) on which the provisions of this Section 14.1(g) shall cease to have any effect. Any Limited Partner that consented to the Third Amended Agreement shall be deemed to have irrevocably consented to this Fourth Amended Agreement, such Limited Partner's consent shall be included for purposes of determining the percentage of Preexisting Partners who have consented to this Fourth Amended Agreement and no further consent of such Limited Partner or of any Partner who is not a Preexisting Partner is required for this Fourth Amended Agreement.