Common use of Limitations on Exchange Clause in Contracts

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a): (A) Upon tender of any Series H Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H Preferred Units will not have the right to exchange Series H Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a23.8(a): (A) Upon tender of any Series H D Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H D Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H D Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H D Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H D Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H D Preferred Units will not have the right to exchange Series H D Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H D Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H D Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H D Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H D Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a22.8(a): (A) Upon tender of any Series H C Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H C Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H C Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H C Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H C Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H C Preferred Units will not have the right to exchange Series H C Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H C Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H C Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H C Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H C Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a21.8(a): (A) Upon tender of any Series H A-4 Preferred Units to the General Partner for REIT Shares pursuant to this SectionSection and upon written notice to the holder delivered not later than three Business Days prior to the Series A-4 Exchange Date, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H A-4 Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H A-4 Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H A-4 Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H A-4 Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H A-4 Preferred Units will not have the right to exchange Series H A-4 Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Internal Revenue Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of Common OP Units or REIT Shares upon exchange of Series H A-4 Preferred Units. If any fraction of a Common OP Unit or REIT Share would be issuable upon exchange of Series H A-4 Preferred Units, the General Partner shall, in lieu of delivering such fraction of a Common OP Unit or REIT Share, make a cash payment to the exchanging holder of Series H A-4 Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H A-4 Exchange Date. .

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a25.8(a): (A) Upon tender of any Series H F Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H F Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H F Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H F Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H F Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H F Preferred Units will not have the right to exchange Series H F Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H F Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H F Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H F Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H F Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a29.8(a): (A) Upon tender of any Series H J Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H J Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H J Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H J Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H J Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H J Preferred Units will not have the right to exchange Series H J Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H J Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H J Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H J Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H J Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a24.8(a): (A) Upon tender of any Series H E Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H E Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H E Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H E Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H E Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H E Preferred Units will not have the right to exchange Series H E Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H E Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H E Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H E Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H E Exchange Date. .

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a21.8(a): (A) Upon tender of any Series H A-4 Preferred Units to the General Partner for REIT Shares pursuant to this SectionSection and upon written notice to the holder delivered not later than three Business Days prior to the Series A-4 Exchange Date, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H A-4 Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H A-4 Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H A-4 Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H A-4 Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H A-4 Preferred Units will not have the right to exchange Series H A-4 Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Internal Revenue Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of Common OP Units or REIT Shares upon exchange of Series H A-4 Preferred Units. If any fraction of a Common OP Unit or REIT Share would be issuable upon exchange of Series H A-4 Preferred Units, the General Partner shall, in lieu of delivering such fraction of a Common OP Unit or REIT Share, make a cash payment to the exchanging holder of Series H A-4 Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H A-4 Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a26.8(a): (A) Upon tender of any Series H G Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H G Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H G Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H G Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H G Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H G Preferred Units will not have the right to exchange Series H G Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H G Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H G Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H G Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H G Exchange Date. .

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a28.8(a): (A) Upon tender of any Series H I Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H I Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H I Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H I Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H I Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H I Preferred Units will not have the right to exchange Series H I Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H I Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H I Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H I Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H I Exchange Date.

Limitations on Exchange. Notwithstanding anything to the contrary in this Section 27.8(a22.8(a): (A) Upon tender of any Series H C Preferred Units to the General Partner for REIT Shares pursuant to this Section, instead of issuing the requisite number of REIT Shares to the exchanging holder of Series H C Preferred Units, the Partnership may elect to make a cash payment to the exchanging holder of Series H C Preferred Units in an amount equal to the product of (i) the Common Stock Fair Market Value determined as of the Series H C Exchange Date and (ii) the number of REIT Shares that would have been otherwise issued to the exchanging holder of Series H C Preferred Units, for any reason or no reason, including to the extent necessary to prevent the recipient from violating the Ownership Limitations of Section 2 of Article VII of the Charter, or corresponding provisions of any amendment or restatement thereof; (B) A holder of Series H C Preferred Units will not have the right to exchange Series H C Preferred Units for REIT Shares if (1) in the opinion of counsel for the General Partner, the General Partner would no longer qualify or its status would be seriously compromised as a REIT under the Code as a result of such exchange; or (2) such exchange would, in the opinion of counsel for the General Partner, constitute or be likely to constitute a violation of applicable securities laws; and (C) The General Partner shall not be required to issue fractions of REIT Shares upon exchange of Series H C Preferred Units. If any fraction of a REIT Share would be issuable upon exchange of Series H C Preferred Units, the General Partner shall, in lieu of delivering such fraction of a REIT Share, make a cash payment to the exchanging holder of Series H C Preferred Units in an amount equal to the same fraction of the Common Stock Fair Market Value determined as of the Series H C Exchange Date. .