Common use of Other Activities of the Partners Clause in Contracts

Other Activities of the Partners. (a) So long as Xxxxxxx Xxxxx or Xxxxxx Xxxxx shall be the chief executive officer of the Partnership, or BGP or another Affiliate of Xxxxxxx Xxxxx or Xxxxxx Xxxxx is the Administering General Partner (the "Restricted Period"), Berkshire and BGP shall comply, and shall cause the Berkshire Principals and their respective Affiliates (including, without limitation, (i) any immediate family members of the Berkshire Principals or trusts established for the benefit of such family members of the Berkshire Principals and (ii) any public or private partnership or other entities (other than BRI) in which any Berkshire Principals or any of their Affiliates owns, directly or indirectly, a general partner interest or an economic interest (as limited partner, member or stockholder) of 50% or more (the "Xxxxx Affiliated Entities")) (any of the foregoing, a "Covered Person") to comply with the provisions of this Section 4.2. Berkshire and BGP acknowledge that this covenant is a material inducement to Whitehall, WHGP, Blackstone LP and Blackstone GP entering into this Agreement and that a material breach of this covenant that is not cured after written notice and a reasonable period to cure shall constitute a material breach of this Agreement entitling such Partners to exercise all remedies available to them at law or in equity. Berkshire and BGP represent that all of the Xxxxx Affiliated Entities are identified on Schedule 4.2(b). (b) During the Restricted Period, no Covered Person may, directly or indirectly, develop a new multifamily property (other than development that completes previously commenced construction or a multifamily property that is a part of a portfolio of multifamily property acquired by such Covered Person) located within a one mile radius of any Property held by the Partnership. (c) During the Restricted Period each Covered Person shall offer the Partnership the opportunity to act as property manager for each multifamily property owned by such Covered Person that is not managed by a third party property manager unaffiliated with the Partnership or any Covered Person for a management fee equal to the amount (or percentage) that is market at such time. (d) Subject to this Section 4.2, each Partner may engage or invest in any other activity or venture or possess any interest therein independently or with others. Subject to this Section 4.2, none of the Partners, the Partnership or any other Person employed by, related to or in any way affiliated with any Partner or the Partnership shall have any duty or obligation to disclose or offer to the Partnership or the Partners, or obtain for the benefit of the Partnership or the Partners, any other activity or venture or interest therein including, without limitation, any multifamily property. Except in the event of a breach of the limitations set forth in subparagraph (a) or (b) above, none of the Partnership, the Partners, the creditors of the Partnership or any other Person having any interest in the Partnership shall have (A) any claim, right or cause of action against any Partner or any other Person employed by, related to or in any way affiliated with, any Partner by reason of any direct or indirect investment or other participation, whether active or passive, in any such activity or venture or interest therein, or (B) any right to any such activity or venture or interest therein or the income or profits derived therefrom. (e) During the Restricted Period Berkshire and BGP agree to give written notice to the Partnership and each of the General Partners of the acquisition by any Covered Person of a multifamily property promptly following the acquisition by such Covered Person of any such property or any direct or indirect interest therein (but in no event more than sixty (60) days following such acquisition).

Other Activities of the Partners. (a) So long as Xxxxxxx Xxxxx Douglas Krupp or Xxxxxx Xxxxx George Krupp shall be the chief executive officer bx xxx xxxxx xxecuxxxx xxxxxxx of the Partnership, or BGP or another Affiliate of Xxxxxxx Xxxxx Douglas Krupp or Xxxxxx Xxxxx George Krupp is the Administering General Partner Xxxxxxxxxxxxx Genxxxx Xxxxxxx (the "Restricted Period"), Berkshire and BGP shall comply, and shall cause the Berkshire Principals and their respective Affiliates (including, without limitation, (i) any immediate family members of the Berkshire Principals or trusts established for the benefit of such family members of the Berkshire Principals and (ii) any public or private partnership or other entities (other than BRI) in which any Berkshire Principals or any of their Affiliates owns, directly or indirectly, a general partner interest or an economic interest (as limited partner, member or stockholder) of 50% or more (the "Xxxxx Krupp Affiliated Entities")) (any of the foregoingxxx xoregoing, a "Covered Person") to comply with the provisions of this Section 4.2. Berkshire and BGP acknowledge that this covenant is a material inducement to Whitehall, WHGP, Blackstone LP and Blackstone GP entering into this Agreement and that a material breach of this covenant that is not cured after written notice and a reasonable period to cure shall constitute a material breach of this Agreement entitling such Partners to exercise all remedies available to them at law or in equity. Berkshire and BGP represent that all of the Xxxxx Krupp Affiliated Entities are identified on identifxxx xn Schedule 4.2(b). (b) During the Restricted Period, no Covered Person may, directly or indirectly, develop a new multifamily property (other than development that completes previously commenced construction or a multifamily property that is a part of a portfolio of multifamily property acquired by such Covered Person) located within a one mile radius of any Property held by the Partnership. (c) During the Restricted Period each Covered Person shall offer the Partnership the opportunity to act as property manager for each multifamily property owned by such Covered Person that is not managed by a third party property manager unaffiliated with the Partnership or any Covered Person for a management fee equal to the amount (or percentage) that is market at such time. (d) Subject to this Section 4.2, each Partner may engage or invest in any other activity or venture or possess any interest therein independently or with others. Subject to this Section 4.2, none of the Partners, the Partnership or any other Person employed by, related to or in any way affiliated with any Partner or the Partnership shall have any duty or obligation to disclose or offer to the Partnership or the Partners, or obtain for the benefit of the Partnership or the Partners, any other activity or venture or interest therein including, without limitation, any multifamily property. Except in the event of a breach of the limitations set forth in subparagraph (a) or (b) above, none of the Partnership, the Partners, the creditors of the Partnership or any other Person having any interest in the Partnership shall have (A) any claim, right or cause of action against any Partner or any other Person employed by, related to or in any way affiliated with, any Partner by reason of any direct or indirect investment or other participation, whether active or passive, in any such activity or venture or interest therein, or (B) any right to any such activity or venture or interest therein or the income or profits derived therefrom. (e) During the Restricted Period Berkshire and BGP agree to give written notice to the Partnership and each of the General Partners of the acquisition by any Covered Person of a multifamily property promptly following the acquisition by such Covered Person of any such property or any direct or indirect interest therein (but in no event more than sixty (60) days following such acquisition).

Other Activities of the Partners. (a) So long as Xxxxxxx Xxxxx or Xxxxxx Xxxxx shall be the chief executive officer of the Partnership, or BGP or another Affiliate of Xxxxxxx Xxxxx or Xxxxxx Xxxxx is the Administering General Partner (the "Restricted PeriodRESTRICTED PERIOD"), Berkshire and BGP shall comply, and shall cause the Berkshire Principals and their respective Affiliates (including, without limitation, (i) any immediate family members of the Berkshire Principals or trusts established for the benefit of such family members of the Berkshire Principals and (ii) any public or private partnership or other entities (other than BRI) in which any Berkshire Principals or any of their Affiliates owns, directly or indirectly, a general partner interest or an economic interest (as limited partner, member or stockholder) of 50% or more (the "Xxxxx Affiliated EntitiesXXXXX AFFILIATED ENTITIES")) (any of the foregoing, a "Covered PersonCOVERED PERSON") to comply with the provisions of this Section 4.2letter agreement. Berkshire and BGP acknowledge that this covenant is a material inducement to Whitehall, WHGP, Blackstone LP GP and Blackstone GP the Special Limited Partner entering into this the Limited Partnership Agreement and that a material breach of this covenant that is not cured after written notice and a reasonable period to cure shall constitute a material breach of this the Limited Partnership Agreement entitling such Partners to exercise all remedies available to them at law or in equity. Berkshire and BGP represent that all of the Xxxxx Affiliated Entities are identified on Schedule SCHEDULE 4.2(b)) to the Limited Partnership Agreement. (b) During the Restricted Period, no Covered Person may, directly or indirectly, develop a new multifamily property (other than development that completes previously commenced construction or a multifamily property that is a part of a portfolio of multifamily property acquired by such Covered Person) located within a one mile radius of any Property held by the Partnership. (c) During the Restricted Period each Covered Person shall offer the Partnership the opportunity to act as property manager for each multifamily property owned by such Covered Person that is not managed by a third party property manager unaffiliated with the Partnership or any Covered Person for a management fee equal to the amount (or percentage) that is market at such time. (d) Subject to this Section 4.2, each Partner may engage or invest in any other activity or venture or possess any interest therein independently or with others. Subject to this Section 4.2, none of the Partners, the Partnership or any other Person employed by, related to or in any way affiliated with any Partner or the Partnership shall have any duty or obligation to disclose or offer to the Partnership or the Partners, or obtain for the benefit of the Partnership or the Partners, any other activity or venture or interest therein including, without limitation, any multifamily property. Except in the event of a breach of the limitations set forth in subparagraph (a) or (b) above, none of the Partnership, the Partners, the creditors of the Partnership or any other Person having any interest in the Partnership shall have (A) any claim, right or cause of action against any Partner or any other Person employed by, related to or in any way affiliated with, any Partner by reason of any direct or indirect investment or other participation, whether active or passive, in any such activity or venture or interest therein, or (B) any right to any such activity or venture or interest therein or the income or profits derived therefrom. (e) During the Restricted Period Berkshire and BGP agree to give written notice to the Partnership and each of the General Partners of the acquisition by any Covered Person of a multifamily property promptly following the acquisition by such Covered Person of any such property or any direct or indirect interest therein (but in no event more than sixty (60) days following such acquisition).of

Other Activities of the Partners. (a) So long as Xxxxxxx Xxxxx or Xxxxxx Xxxxx shall be the chief executive officer of the Partnership, or BGP or another Affiliate of Xxxxxxx Xxxxx or Xxxxxx Xxxxx is the Administering General Partner (the "Restricted PeriodRESTRICTED PERIOD"), Berkshire and BGP shall comply, and shall cause the Berkshire Principals and their respective Affiliates (including, without limitation, (i) any immediate family members of the Berkshire Principals or trusts established for the benefit of such family members of the Berkshire Principals and (ii) any public or private partnership or other entities (other than BRI) in which any Berkshire Principals or any of their Affiliates owns, directly or indirectly, a general partner interest or an economic interest (as limited partner, member or stockholder) of 50% or more (the "Xxxxx Affiliated EntitiesXXXXX AFFILIATED ENTITIES")) (any of the foregoing, a "Covered PersonCOVERED PERSON") to comply with the provisions of this Section 4.2. Berkshire and BGP acknowledge that this covenant is a material inducement to Whitehall, WHGP, Blackstone LP and Blackstone GP entering into this Agreement and that a material breach of this covenant that is not cured after written notice and a reasonable period to cure shall constitute a material breach of this Agreement entitling such Partners to exercise all remedies available to them at law or in equity. Berkshire and BGP represent that all of the Xxxxx Affiliated Entities are identified on Schedule 4.2(bSCHEDULE 4.2(B). (b) During the Restricted Period, no Covered Person may, directly or indirectly, develop a new multifamily property (other than development that completes previously commenced construction or a multifamily property that is a part of a portfolio of multifamily property acquired by such Covered Person) located within a one mile radius of any Property held by the Partnership. (c) During the Restricted Period each Covered Person shall offer the Partnership the opportunity to act as property manager for each multifamily property owned by such Covered Person that is not managed by a third party property manager unaffiliated with the Partnership or any Covered Person for a management fee equal to the amount (or percentage) that is market at such time. (d) Subject to this Section 4.2, each Partner may engage or invest in any other activity or venture or possess any interest therein independently or with others. Subject to this Section 4.2, none of the Partners, the Partnership or any other Person employed by, related to or in any way affiliated with any Partner or the Partnership shall have any duty or obligation to disclose or offer to the Partnership or the Partners, or obtain for the benefit of the Partnership or the Partners, any other activity or venture or interest therein including, without limitation, any multifamily property. Except in the event of a breach of the limitations set forth in subparagraph (a) or (b) above, none of the Partnership, the Partners, the creditors of the Partnership or any other Person having any interest in the Partnership shall have (A) any claim, right or cause of action against any Partner or any other Person employed by, related to or in any way affiliated with, any Partner by reason of any direct or indirect investment or other participation, whether active or passive, in any such activity or venture or interest therein, or (B) any right to any such activity or venture or interest therein or the income or profits derived therefrom. (e) During the Restricted Period Berkshire and BGP agree to give written notice to the Partnership and each of the General Partners of the acquisition by any Covered Person of a multifamily property promptly following the acquisition by such Covered Person of any such property or any direct or indirect interest therein (but in no event more than sixty (60) days following such acquisition).