Common use of No Transfers Affecting Tax Status of Partnership Clause in Contracts

No Transfers Affecting Tax Status of Partnership. The General Partner may prohibit any transfer of OP Units by a Limited Partner if (i) the General Partner determines that such transfer would result in the Partnership being treated as an association taxable as a corporation for federal income tax purposes; (ii) it would adversely affect the ability of the Company to continue to qualify as a REIT or would subject the Company to any additional taxes under Section 857 or Section 4981 of the Code; (iii) the General Partner determines that such transfer is being effectuated through an "established securities market" or a "secondary market" (or the substantial equivalent thereof) within the meaning of Section 7704 of the Code, or would otherwise violate any restrictions imposed by the General Partner pursuant to Section 7.9E hereof; (iv) such transfer would cause the Partnership to become, with respect to any employee benefit plan subject to Title I of ERISA, a "party-in-interest" (as defined in Section 3(14) of ERISA) or a "disqualified person" (as defined in Section 4975(c) of the Code); (v) such transfer would, in the opinion of legal counsel for the Partnership, cause any portion of the assets of the Partnership to constitute assets of any employee benefit plan pursuant to Department of Labor Regulations Section 2510.2-101; or (vi) such transfer would subject the Partnership to be regulated under the Investment Company Act of 1940, the Investment Advisors Act of 1940 or the Employee Retirement Income Security Act of 1974, each as amended.

No Transfers Affecting Tax Status of Partnership. The General Partner may prohibit any transfer of OP Units by a Limited Partner if (i) the General Partner determines that such transfer would result in the Partnership being treated as an association taxable as a corporation for federal income tax purposes; (ii) it would adversely affect the General Partner’s ability of the Company to continue to qualify as a REIT or would subject the Company General Partner to any additional taxes under Section 857 or Section 4981 of the Code; (iii) the General Partner determines that such transfer is being effectuated through an "“established securities market" ” or a "“secondary market" ” (or the substantial equivalent thereof) within the meaning of Section 7704 of the Code, or would otherwise violate any restrictions imposed by the General Partner pursuant to Section 7.9E hereof; (iv) such transfer would cause the Partnership to become, with respect to any employee benefit plan subject to Title I of ERISA, a "“party-in-interest" ” (as defined in Section 3(14) of ERISA) or a "“disqualified person" ” (as defined in Section 4975(c) of the Code); (v) such transfer would, in the opinion of legal counsel for the Partnership, cause any portion of the assets of the Partnership to constitute assets of any employee benefit plan pursuant to Department of Labor Regulations Section 2510.2-101; or (vi) such transfer would subject the Partnership to be regulated under the Investment Company Act of 1940, the Investment Advisors Act of 1940 or the Employee Retirement Income Security Act of 1974, each as amended.