Common use of Limitations on Redemption Clause in Contracts

Limitations on Redemption. (i) If fewer than all of the outstanding shares of Series B Preferred Stock are to be redeemed at the option of the Corporation pursuant to Section 6(a) above, the number of shares to be redeemed shall be determined by the Board and the shares to be redeemed will be selected by the Board pro rata from the holders of record of such shares in proportion to the number of such shares held by such holders or by lot or by any other equitable manner as prescribed by the Board. If such redemption is to be by lot and, as a result of such redemption, any holder of shares of Series B Preferred Stock would Beneficially Own or Constructively Own, in excess of the Aggregate Stock Ownership Limit because such holder’s shares of Series B Preferred Stock were not redeemed, or were only redeemed in part, then, except as otherwise provided in the Charter, the Corporation will redeem the requisite number of shares of Series B Preferred Stock from such holder such that he will not hold in excess of the Aggregate Stock Ownership Limit subsequent to such redemption. (ii) Notwithstanding anything to the contrary contained herein, unless full cumulative dividends on all shares of Series B Preferred Stock shall have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend period, no shares of Series B Preferred Stock shall be redeemed unless all outstanding shares of Series B Preferred Stock are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of shares of Series B Preferred Stock pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding shares of Series B Preferred Stock. In addition, unless full cumulative dividends on all outstanding shares of Series B Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend period, the Corporation shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or made available for a sinking fund for the redemption of, any shares of Series B Preferred Stock or any other class or series of Junior Stock or Parity Stock (except by conversion into or exchange for shares of any class or series of Junior Stock). (iii) The foregoing provisions of subsections 6(b)(i) and (ii) shall not prevent any other action by the Corporation pursuant to the Charter or otherwise in order to ensure that the Corporation remains qualified as a REIT for federal income tax purposes.

Limitations on Redemption. (i) If fewer than all of the outstanding shares of Series B Preferred Stock are to be redeemed at the option of the Corporation pursuant to Section 6(a) above, the number of shares to be redeemed shall be determined by the Board and the shares to be redeemed will be selected by the Board pro rata from the holders of record of such shares in proportion to the number of such shares held by such holders or by lot or by any other equitable manner as prescribed by the Board. If such redemption is to be by lot and, as a result of such redemption, any holder of shares of Series B Preferred Stock would Beneficially Own or Constructively Own, in excess of the Aggregate Stock Ownership Limit because such holder’s shares of Series B Preferred Stock were not redeemed, or were only redeemed in part, then, except as otherwise provided in the Charter, the Corporation will redeem the requisite number of shares of Series B Preferred Stock from such holder such that he will not hold in excess of the Aggregate Stock Ownership Limit subsequent to such redemption. (ii) Notwithstanding anything to the contrary contained herein, unless Unless full cumulative dividends on all outstanding shares of Series B A Preferred Stock shall have been or contemporaneously are (i) authorized, declared and paid or authorized, (ii) declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend periodDividend Periods that have ended, no shares of Series B A Preferred Stock shall be redeemed pursuant to Section 6(c) unless all outstanding shares of Series B A Preferred Stock are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition by the Corporation of shares of Series B A Preferred Stock pursuant to Article VI of the Charter (or any successor provision thereof) in order to preserve the qualification of the Corporation as a REIT for federal and/or state income tax purposes, or the purchase or acquisition by the Corporation of shares of Series A Preferred Stock pursuant to a purchase or exchange offer made on the same terms to the holders of all outstanding shares of Series B A Preferred Stock. In addition, unless full cumulative dividends on all outstanding shares of Series B A Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend periodDividend Periods, the Corporation shall not purchase or otherwise acquire acquire, directly or indirectly for any consideration, nor shall any monies be paid to or made available for a sinking fund for the redemption ofindirectly, any shares of Series B A Preferred Stock or any other class or series of Junior Stock or Parity Stock (except by conversion into or exchange for shares stock of the Corporation ranking junior to the Series A Preferred Stock with respect to the payment of dividends and the distribution of assets in the event of any class liquidation, dissolution or series winding up of Junior Stockthe Corporation). (iii) The ; provided, however, that the foregoing provisions of subsections 6(b)(i) and (ii) shall not prevent any other action the purchase or acquisition by the Corporation of shares of Series A Preferred Stock pursuant to Article VI of the Charter (or otherwise any successor provision thereof) in order to ensure that preserve the qualification of the Corporation remains qualified as a REIT for federal and/or state income tax purposes, or the purchase or acquisition by the Corporation of shares of Series A Preferred Stock pursuant to a purchase or exchange offer made on the same terms to the holders of all outstanding shares of Series A Preferred Stock. So long as no dividends are in arrears and subject to the limitations set forth in the Charter (including these terms of the Series A Preferred Stock), the Corporation shall be entitled at any time and from time to time to repurchase shares of Series A Preferred Stock in open-market transactions, by tender or by private agreement, in each case as duly authorized by the Board of Directors and effected in compliance with applicable laws.

Limitations on Redemption. (i) Proceeds from the sale of shares of beneficial interest of the General Partner which are contributed to the Partnership ("Proceeds") may be used by the Partnership only in the manner specified by the General Partner. If fewer than the General Partner specifies that some or all of such Proceeds are to be used to redeem Series A Preferred Interests in order to provide the General Partner with funds to redeem some or all of the outstanding 8.80% Series A Cumulative Redeemable Preferred Shares of Beneficial Interest (the "Series A Preferred") of the General Partner, then the Partnership shall distribute such specified amount of Proceeds to the General Partner in redemption of Series A Preferred Interests in order to enable the General Partner to redeem a like amount of its Series A Preferred with such Proceeds. The redemption price of the Series A Preferred Interests (other than the portion thereof consisting of accrued and unpaid distributions) is payable only from Proceeds designated for such purpose by the General Partner. For purposes of the first sentence of this Section 5(b)(i), "shares of Series B Preferred Stock are to be redeemed at the option beneficial interest of the Corporation pursuant to Section 6(aGeneral Partner" means any equity securities (including Common Shares and Preferred Shares), shares, interest, participation or other ownership interests (however designated) above, of the number of shares to be redeemed shall be determined General Partner and any rights (other than debt securities convertible into or exchangeable for equity securities) or options issued by the Board and the shares General Partner to be redeemed will be selected by the Board pro rata from the holders of record of such shares in proportion to the number of such shares held by such holders or by lot or by purchase any other equitable manner as prescribed by the Board. If such redemption is to be by lot and, as a result of such redemption, any holder of shares of Series B Preferred Stock would Beneficially Own or Constructively Own, in excess of the Aggregate Stock Ownership Limit because such holder’s shares of Series B Preferred Stock were not redeemed, or were only redeemed in part, then, except as otherwise provided in the Charter, the Corporation will redeem the requisite number of shares of Series B Preferred Stock from such holder such that he will not hold in excess of the Aggregate Stock Ownership Limit subsequent to such redemptionforegoing. (ii) Notwithstanding anything to the contrary contained herein, unless Unless full cumulative dividends distributions on all shares of Series B A Preferred Stock Interests shall have been or contemporaneously are authorized, declared authorized and paid or authorized, declared authorized and a sum sufficient for the payment thereof is set apart for payment for all past dividend distribution periods and the then current dividend distribution period, no shares of Series B A Preferred Stock Interests shall be redeemed unless all outstanding shares of Series B A Preferred Stock Interests are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of shares of Series B Preferred Stock pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding shares of Series B Preferred Stock. In addition, unless full cumulative dividends on all outstanding shares of Series B Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend period, the Corporation Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or made available for a sinking fund for the redemption of, any shares of Series B A Preferred Stock or any other class or series of Junior Stock or Parity Stock (except by conversion into or exchange for shares of any class or series of Junior Stock)Interests. (iii) The foregoing provisions of subsections 6(b)(i) and (ii) shall not prevent any other action by the Corporation pursuant to the Charter or otherwise in order to ensure that the Corporation remains qualified as a REIT for federal income tax purposes.

Limitations on Redemption. (i) If fewer than Unless full cumulative dividends (including the MPG Preferred Accrual) on all of Series A Preferred Stock shall have been or contemporaneously are authorized, declared and paid in cash or declared and a sum sufficient for the outstanding payment thereof in cash set apart for payment for all past dividend periods and the then current dividend period, no shares of Series B Preferred Stock are to shall be redeemed at unless all outstanding shares of Series A Preferred Stock are simultaneously redeemed; provided, however, that the option of foregoing shall not prevent the Corporation pursuant to Section 6(a) above, the number of shares to be redeemed shall be determined by the Board and the shares to be redeemed will be selected by the Board pro rata from the holders of record of such shares in proportion to the number of such shares held by such holders or by lot or by any other equitable manner as prescribed by the Board. If such redemption is to be by lot and, as a result of such redemption, any holder of shares purchase of Series B Preferred Stock would Beneficially Own or Constructively Own, in excess of the Aggregate Stock Ownership Limit because such holder’s shares of Series B Preferred Stock were not redeemed, or were only redeemed in part, then, except as otherwise provided in the Charter, by the Corporation will redeem in order to ensure that the requisite number of shares of Series B Preferred Stock from such holder such that he will not hold in excess of the Aggregate Stock Ownership Limit subsequent to such redemptionCorporation remains qualified as a REIT for United States federal income tax purposes. (ii) Notwithstanding anything to the contrary contained herein, unless Unless full cumulative dividends on all shares of Series B Preferred Stock shall have been or contemporaneously are authorized, declared and paid in cash or authorized, declared and a sum sufficient for the payment thereof in cash set apart for payment for all past dividend periods and the then current dividend period, no shares of Series B Preferred Stock shall be redeemed unless all outstanding shares of Series B Preferred Stock are simultaneously redeemedredeemed and the Corporation shall not purchase or otherwise acquire directly or indirectly any shares of Series B Preferred Stock or any class or series of capital stock of the Corporation ranking, as to dividends or upon liquidation, on parity with or junior to the Series B Preferred Stock (except by exchange for shares of capital stock of the Corporation ranking, as to dividends and upon liquidation, junior to the Series B Preferred Stock); provided, however, that the foregoing shall not prevent the purchase of Series B Preferred Stock by the Corporation in order to ensure that the Corporation remains qualified as a REIT for United States federal income tax purposes or the purchase or acquisition of shares of Series B Preferred Stock pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding shares of Series B Preferred Stock. In addition, unless full cumulative dividends on all outstanding shares of Series B Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend period, the Corporation shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or made available for a sinking fund for the redemption of, any shares of Series B Preferred Stock or any other class or series of Junior Stock or Parity Stock (except by conversion into or exchange for shares of any class or series of Junior Stock). (iii) The foregoing provisions of subsections 6(b)(i) and (ii) shall not prevent any other action by the Corporation pursuant to the Charter or otherwise in order to ensure that the Corporation remains qualified as a REIT for federal income tax purposes.

Limitations on Redemption. (i) If fewer than Unless full cumulative dividends (including the Preferred Accrual) on all of Series A Preferred Stock shall have been or contemporaneously are authorized, declared and paid in cash or declared and a sum sufficient for the outstanding payment thereof in cash set apart for payment for all past dividend periods and the then current dividend period, no shares of Series B Preferred Stock are to shall be redeemed at unless all outstanding shares of Series A Preferred Stock are simultaneously redeemed; provided, however, that the option of foregoing shall not prevent the Corporation pursuant to Section 6(a) above, the number of shares to be redeemed shall be determined by the Board and the shares to be redeemed will be selected by the Board pro rata from the holders of record of such shares in proportion to the number of such shares held by such holders or by lot or by any other equitable manner as prescribed by the Board. If such redemption is to be by lot and, as a result of such redemption, any holder of shares purchase of Series B Preferred Stock would Beneficially Own or Constructively Own, in excess of the Aggregate Stock Ownership Limit because such holder’s shares of Series B Preferred Stock were not redeemed, or were only redeemed in part, then, except as otherwise provided in the Charter, by the Corporation will redeem in order to ensure that the requisite number of shares of Series B Preferred Stock from such holder such that he will not hold in excess of the Aggregate Stock Ownership Limit subsequent to such redemptionCorporation remains qualified as a REIT for United States federal income tax purposes. (ii) Notwithstanding anything to the contrary contained herein, unless Unless full cumulative dividends on all shares of Series B Preferred Stock shall have been or contemporaneously are authorized, declared and paid in cash or authorized, declared and a sum sufficient for the payment thereof in cash set apart for payment for all past dividend periods and the then current dividend period, no shares of Series B Preferred Stock shall be redeemed unless all outstanding shares of Series B Preferred Stock are simultaneously redeemedredeemed and the Corporation shall not purchase or otherwise acquire directly or indirectly any shares of Series B Preferred Stock or any class or series of capital stock of the Corporation ranking, as to dividends or upon liquidation, on parity with or junior to the Series B Preferred Stock (except by exchange for shares of capital stock of the Corporation ranking, as to dividends and upon liquidation, junior to the Series B Preferred Stock); provided, however, that the foregoing shall not prevent the purchase of Series B Preferred Stock by the Corporation in order to ensure that the Corporation remains qualified as a REIT for United States federal income tax purposes or the purchase or acquisition of shares of Series B Preferred Stock pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding shares of Series B Preferred Stock. In addition, unless full cumulative dividends on all outstanding shares of Series B Preferred Stock have been or contemporaneously are authorized, declared and paid or authorized, declared and a sum sufficient for the payment thereof set apart for payment for all past dividend periods and the then current dividend period, the Corporation shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or made available for a sinking fund for the redemption of, any shares of Series B Preferred Stock or any other class or series of Junior Stock or Parity Stock (except by conversion into or exchange for shares of any class or series of Junior Stock). (iii) The foregoing provisions of subsections 6(b)(i) and (ii) shall not prevent any other action by the Corporation pursuant to the Charter or otherwise in order to ensure that the Corporation remains qualified as a REIT for federal income tax purposes.