Common use of Limited Partner Optional Preferred Exchange Clause in Contracts

Limited Partner Optional Preferred Exchange. To exercise the Exchangeable Preferred Exchange Right during an Exchangeable Preferred Period in a Limited Partner Optional Preferred Exchange, holders of Exchangeable Preferred Limited Partnership Interests who elect to exercise their Exchangeable Preferred Exchange Right pursuant to Section 9.01(a)(i) (the “Electing Partners”) shall prepare and deliver to Newmark and the Partnership a written request signed by each such Electing Partner (1) stating which of the Series A Exchangeable Preferred Units or the Series B Exchangeable Preferred Units, as applicable, together with the Series A Exchangeable Preferred Limited Partnership Interest and the Series B Exchangeable Preferred Limited Partnership Interest, as applicable, that such Electing Partner desires to exchange, (2) stating the Requested Preferred Exchange Effective Date and (3) representing, warranting and certifying to each of Newmark and the Partnership that, as of the date of such notice and as of the Requested Preferred Exchange Effective Date, such Electing Partner is the sole record and beneficial owner of such Exchangeable Preferred Units, free and clear of all Encumbrances other than those created by this Agreement (each such request, a “Limited Partner Preferred Exchange Request”).

Limited Partner Optional Preferred Exchange. To exercise the Exchangeable Preferred Exchange Right during an Exchangeable Preferred Period in a Limited Partner Optional Preferred ExchangeExchange pursuant to Section 9.01(a)(i), holders of Exchangeable Preferred Limited Partnership Interests who elect to exercise their Exchangeable Preferred Exchange Right pursuant to Section 9.01(a)(i) (the “Electing Partners”) shall prepare and deliver to Newmark and the Partnership a written request signed by each such Electing Partner (1) stating which of the Series A Exchangeable Preferred Units, the Series B Exchangeable Preferred Units, the Series C Exchangeable Preferred Units or the Series B D Exchangeable Preferred Units, as applicable, together with the Series A Exchangeable Preferred Limited Partnership Interest and Interest, the Series B Exchangeable Preferred Limited Partnership Interest, the Series C Exchangeable Preferred Limited Partnership Interest or the Series D Exchangeable Preferred Limited Partnership Interest, as applicable, that such Electing Partner desires to exchange, (2) stating the Requested Preferred Exchange Effective Date and (3) representing, warranting and certifying to each of Newmark and the Partnership that, as of the date of such notice and as of the Requested Preferred Exchange Effective Date, such Electing Partner is the sole record and beneficial owner of such Exchangeable Preferred Units, free and clear of all Encumbrances other than those created by this Agreement (each such request, a “Limited Partner Preferred Exchange Request”).

Limited Partner Optional Preferred Exchange. To exercise the Exchangeable Preferred Exchange Right during an Exchangeable Preferred Period in a Limited Partner Optional Preferred ExchangeExchange pursuant to Section 9.01(a)(i), holders of Exchangeable Preferred Limited Partnership Interests who elect to exercise their Exchangeable Preferred Exchange Right pursuant to Section 9.01(a)(i) (the “Electing Partners”) shall prepare and deliver to Newmark and the Partnership a written request signed by each such Electing Partner (1) stating which of the Series A Exchangeable Preferred Units, the Series B Exchangeable Preferred Units, the Series C Exchangeable Preferred Units or the Series B D Exchangeable Preferred Units, as applicable, together with the Series A Exchangeable Preferred Limited Partnership Interest and Interest, the Series B Exchangeable Preferred Limited Partnership Interest, the Series C Exchangeable Preferred Limited Partnership Interest or the Series D Exchangeable Preferred Limited Partnership Interest, as applicable, that such Electing Partner desires to exchange, (2) stating the Requested Preferred Exchange Effective Date and (3) representing, warranting and certifying to each of Newmark and the Partnership that, as of the date of such notice and as of the Requested Preferred Exchange Effective Date, such Electing Partner is the sole record and beneficial owner of such Exchangeable Preferred Units, free and clear of all Encumbrances other than those created by this Agreement (each such request, a “Limited Partner Preferred Exchange Request”).. Table of Contents