Optional Redemption Upon Clause Samples

Optional Redemption Upon the Death of a Holder of Series D Preferred Shares. (i) Commencing on December 31, 1998, and on the last day of each March, June, September and December thereafter (each, a "Holder Redemption Date"), the Partnership will, upon notice from the General Partner that it is required to redeem Series D Preferred Shares as a result of the death of any holder of the Series D Preferred Shares or depositary shares representing Series D Preferred Shares, the Partnership will redeem a number of Series D Preferred Units equal to the number of Series D Preferred Shares redeemed by the General Partner for cash or Common Units, at the option of the General Partner. The Partnership shall redeem the Series D Preferred Units subject to the limitations that the Partnership will not be obligated to redeem (A) more than16,200 Series D Preferred Units in any one year; and (B) more than 100 Series D Preferred Units per deceased owner of depositary shares per year (each a "Redemption Limitation" and together the "Redemption Limitations"). (ii) A Redemption Request which exceeds one or both Redemption Limits will be held for redemption in subsequent years until redeemed in full. A Redemption Request will be applied in the order of receipt by the transfer agent to successive years, regardless of the number of years required to redeem such units. (iii) At the General Partner's option, the Series D Preferred Units may be redeemed for either cash or Common Units. If such units are redeemed by the Partnership for cash, the redemption price of such units is $250.00 per Series D Preferred Unit (plus all accrued and unpaid Distributions). If, however, such units are redeemed by the Partnership for Common Units, the redemption price will be $252.50 per Series D Preferred Unit and the number of Common Units received will be based on the closing price of the General Partners common stock on the day prior to the Holder Redemption Date (plus all accrued and unpaid Distributions, which shall be paid in cash). No fractional Common Units will be issued. In lieu of any fractional units, the Partnership will pay cash in an amount equal to the product of such fraction multiplied by the closing price of one share of the General Partner's common stock on the day prior to the Holder Redemption Date.