Common use of Payment of Distributions Clause in Contracts

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of Parity Preferred Units and any class or series holders of Partnership Interests issued after the date of issuance of the Partnership now or hereafter issued and outstanding, Series A Preferred Units in accordance herewith ranking senior to the Series B A Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B A Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashCash and Capital Transaction Proceeds, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.125% of the original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March June 30, 2018, 1998 and, (iiB), in the event of (i) an exchange of Series A Preferred Units into Series A Preferred Stock, or (ii) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Datedate. Distributions on June 30, 1998 and no interest or additional dividends or other sums shall accrue thereafter on the amount so payable from such Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not less than ten (10) days and not more than thirty (30) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B I Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B I Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30December 31, 20182015, and, (ii), in the event of a redemption of Series B I Preferred Units, on the redemption date (each a “Series B I Preferred Unit Distribution Payment Date”); provided, however, if . If any date on which distributions are to be made on the Series B I Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paidmade, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or the next succeeding Business Day, other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. With respect to the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to such next succeeding Business Daythe amount distributable pursuant to the first sentence of this Section 24.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B A Preferred Units with respect as to the payment of distributions, pursuant to in accordance with Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions per Series B Preferred Unit in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units accrued thereon, at the applicable rate, in accordance with this Article 19Section 17.2. Such distributions shall accrue and be cumulative from and including the first date on which any REIT Series B Preferred Units Shares are issued or, if later, (the most recent “Series B Preferred Unit Distribution Payment Date (as defined belowShares Original Issue Date”) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on at the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Preferred Units, on the redemption date then applicable rate (each a “Series B Preferred Unit Distribution Payment Date”) (i) for the period from the Series B Preferred Shares Original Issue Date to December 31, 2010, on or about December 31, 2010, (ii) except as provided in clause (iii), for each quarterly distribution period thereafter, quarterly in equal amounts in arrears on or about the last calendar day of each March, June, September and December, commencing on or about March 31, 2011, and (iii) to the extent that any Series B Preferred Unit is redeemed pursuant to Section 4.7.B after a Series B Distribution Record Date with respect to any distribution and before the payment date (determined in accordance with clause (i) or (ii)) of such distribution, in the event of a redemption of any Series B Preferred Unit, on the redemption date of such Unit; provided, provided however, if any Series B Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been be payable on such Series B Preferred Unit Distribution Payment Date may date shall be paid, at the General Partner’s option, paid on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums sum shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day. Distributions will be payable on Series B Preferred Units outstanding at the close of business on the applicable Series B Distribution Record Date. Each distribution is payable to holders of record of outstanding Series B Preferred Units as of the applicable Series B Distribution Record Date or date of redemption of such Series B Preferred Unit, as applicable. Notwithstanding any provision to the contrary contained herein, the distribution payable on each Series B Preferred Unit outstanding on any Series B Distribution Record Date shall be equal to the distribution paid with respect to each other Series B Preferred Unit that is outstanding on such date.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units 1 CPOP Units, in accordance with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder Holders of the Series B Preferred Units, 1 CPOP Units shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B 1 CPOP Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall be cumulative, shall accrue and be cumulative from and including the first original date on which any of issuance of such Series B Preferred 1 CPOP Units are issued or, if later, the most recent Series B Preferred 1 CPOP Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B 1 CPOP Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, December of each year year, commencing on or about March 30, 2018the first of such dates to occur after the original date of issuance, and, (ii), ) in the event of a redemption or conversion of Series B Preferred 1 CPOP Units, and solely with respect to the redeemed or converted Series 1 CPOP Units, as applicable, on the redemption or conversion date (each each, a “Series B Preferred 1 CPOP Unit Distribution Payment Date”); provided, however, if . If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date 1 CPOP Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (and, in each case with the same force and effect as if paid on such Series B Preferred Unit Distribution Payment Dateany case, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred 1 CPOP Unit Distribution Payment Date to such next succeeding Business Day).

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder Holders of the Series B A Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions at the rate per annum of (x) 7.45% at all times on and after March 5, 2004 and (y) 8.075% at all times before and excluding March 5, 2004, in an amount equal to each case of the aggregate original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar day of Marchor before February 15, JuneMay 15, September August 15 and December, November 15 of each year commencing on or about March 30, 2018, and, (iiB), in the event of (i) an exchange of Series A Preferred Units into REIT Series A Preferred Shares, or (ii) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B Preferred Unit Distribution Payment Date”); provided, howevercommencing (i) in the case of Series A Preferred Units originally issued on February 6, if 1998, on May 15, 1998 and (ii) in the case of all other Series A Preferred Units, on the first of such payment dates to occur following their original date of issuance. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B A Preferred Units will be made to the Holders of record of the Series A Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the “Preferred Unit Partnership Record Date”).

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B A Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B A Preferred Units, shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B A Priority Return attributable to such Series B A Preferred Units in accordance with this Article 1918. Such distributions shall accrue and be cumulative from and including the first date on which any Series B A Preferred Units are issued or, if later, the most recent Series B A Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed)full, and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30December 31, 20182016, and, (ii), in the event of a redemption of Series B A Preferred Units, on the redemption date (each a “Series B A Preferred Unit Distribution Payment Date”); provided, however, if any Series B A Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B A Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B A Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B A Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of Parity Preferred Units and any class or series holders of Partnership Interests of issued after the Partnership now or hereafter issued and outstanding, date hereof in accordance herewith ranking senior to the Series B D Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B D Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashCash and Capital Transaction Proceeds, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 9.125% of the original Capital Contribution per Series B Priority Return attributable to such Series B D Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods to be the quarterly periods ending on the dates set forth in this sentence) in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year year, commencing on or about March 30December 31, 20181999 (with the first such payment to include the amount accrued from the period commencing September 29, 1999 and ending December 31, 1999) and, (ii), B) in the event of (i) an exchange of Series D Preferred Units into Series D Preferred Stock, or (ii) a redemption of Series B D Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B D Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on December 31, 1999 and thereafter will be made to the holders of record of the Series B D Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units on the amount so payable from such Series B relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not less than ten (10) days and not more than thirty (30) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series D Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B D Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.375% of the original Capital Contribution per Series B Priority Return attributable to such Series B D Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of MarchMarch 25, JuneJune 25, September 25 and December, December 25 of each year commencing on or about March 30December 25, 2018, 1999 and, (ii), in the event of (A) an exchange of Series D Preferred Units into Series D Preferred Shares, or (B) a redemption of Series B D Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period. If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B D Preferred Units will be made to the holders of record of the Series D Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential ------------- ------------------------ rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B H Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.95% of the original Capital Contribution per Series B Priority Return attributable to such Series B H Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March June 30, 2018, 2000 and, (ii), in the event of (A) an exchange of Series H Preferred Units into Series H Preferred Shares (as hereinafter defined), or (B) a redemption of Series B H Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit -------------- Distribution Payment Date”"); provided. The amount of the distribution payable for any ------------------------- period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period. If any date on which distributions are to be made on the Series B H Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B H Preferred Units will be made to the holders of record of the Series H Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day.(the "Preferred --------- Unit Partnership Record Date"). ----------------------------

Payment of Distributions. Subject to the preferential ------------- ------------------------ rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B G Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.875% of the original Capital Contribution per Series B Priority Return attributable to such Series B G Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of MarchMarch 25, JuneJune 25, September 25 and December, December 25 of each year commencing on or about March 30June 25, 2018, 2000 and, (ii), in the event of (A) an exchange of Series G Preferred Units into Series G Preferred Shares (as hereinafter defined), or (B) a redemption of Series B G Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution ---------------------------------------- payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period. If any date on which distributions are to be made on the Series B G Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B G Preferred Units will be made to the holders of record of the Series G Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day.(the "Preferred Unit Partnership Record Date"). --------------------------------------

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Parity Preferred Units, holders of Series C Preferred Units shall be entitled to receive, out of Available Cash and Capital Transaction Proceeds, cumulative preferential cash distributions at the rate per annum of 9.0% of the original Capital Contribution per Series C Preferred Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable in cash when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (iA) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March September 30, 2018, and, 1999 and (ii), B) in the event of (i) an exchange of Series C Preferred Units into Series C Preferred Stock, or (ii) a redemption of Series B C Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B C Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amounts of the distribution payable will be computed based on the ratio of the actual number of days elapsed in the quarterly period to ninety (90) days. If any date on which distributions are to be made on the Series B C Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units will be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not less than ten (10) days and not more than thirty (30) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series C Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights Each holder of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B C Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the General PartnerManaging Member, out of Available CashNet Operating Cash Flow and subject to the right to payment of the holders of Preferred Units ranking senior to or on parity with the Series C Preferred Units, cumulative preferential cash distributions in an amount equal per Series C Preferred Unit at the rate per annum of 8.25% of the $250 base liquidation preference thereof (or $5.15625 per quarter) (the “Series C Preferred Unit Distribution”). Series C Preferred Unit Distributions with respect to any Series C Preferred Units shall be cumulative, shall accrue from the aggregate Series B Priority Return attributable to date of the issuance of such Series B C Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly when, as and if authorized and declared by the Managing Member, in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), ) in the event of a an exchange or redemption of Series B C Preferred Units, on the exchange or redemption date date, as applicable (each a “Series B C Preferred Unit Distribution Payment Date”); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. The amount of distribution per Series C Preferred Unit accruing in each full quarterly distribution period shall be computed by dividing the annual distribution rate by four. The amount of distributions payable for the initial distribution period or any other period shorter or longer than a full quarterly distribution period on the Series C Preferred Units will be computed on the basis of twelve 30-day months and a 360-day year and the actual number of days elapsed in such a thirty (30) day month. If any Series B C Preferred Unit Distribution Payment Date is not a Business Day, then payment of the distribution which would otherwise have been payable on such Series B C Preferred Unit Distribution Payment Date may to be paid, at the General Partner’s option, made on either the immediately preceding Business Day or such date will be made on the next succeeding day that is a Business DayDay (and without any interest or other payment in respect of such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if paid made on such date. Series B C Preferred Unit Distributions will be made to the holders of Series C Preferred Units of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Series C Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B F Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.5% of the original Capital Contribution per Series B Priority Return attributable to such Series B F Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of MarchMarch 25, JuneJune 25, September 25 and December, December 25 of each year commencing on or about March 3025, 2018, 2000 and, (ii), in the event of (A) an exchange of Series F Preferred Units into Series F Preferred Shares, or (B) a redemption of Series B F Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period. If any date on which distributions are to be made on the Series B F Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B F Preferred Units will be made to the holders of record of the Series F Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B E Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B E Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.375% of the original Capital Contribution per Series B Priority Return attributable to such Series B E Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30December 31, 2018, 1999 and, (ii), in the event of (A) an exchange of Series E Preferred Units into Series E Preferred Shares, or (B) a redemption of Series B E Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B E Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period. If any date on which distributions are to be made on the Series B E Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B E Preferred Units will be made to the holders of record of the Series E Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Series E Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series E Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of Parity Preferred Units and any class or series holders of Partnership Interests of issued after the Partnership now or hereafter issued and outstanding, date hereof in accordance herewith ranking senior to the Series B F Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B F Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashCash and Capital Transaction Proceeds, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.75% of the original Capital Contribution per Series B Priority Return attributable to such Series B F Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods to be the quarterly periods ending on the dates set forth in this sentence) in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year year, commencing on or about March September 30, 20182000 (with the first such payment to include the amount accrued from the period commencing the date hereof and ending September 30, 2000) and, (ii), B) in the event of (i) an exchange of Series F Preferred Units into Series F Preferred Stock, or (ii) a redemption of Series B F Preferred Units, on the exchange date or redemption date date, as applicable (each a “a" Series B F Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B F Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on September 30, 2000 and thereafter will be made to the holders of record of the Series B F Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units on the amount so payable from such Series B relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not less than ten (10) days and not more than thirty (30) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series F Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Parity Preferred Units, holders of Series E Preferred Units shall be entitled to receive, out of Available Cash and Capital Transaction Proceeds, cumulative preferential cash distributions at the rate per annum of 8.75% of the original Capital Contribution per Series E Preferred Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable in cash when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (iA) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March June 30, 2018, and, 2000 and (ii), B) in the event of (i) an exchange of Series E Preferred Units into Series E Preferred Stock, or (ii) a redemption of Series B E Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B E Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amounts of the distribution payable will be computed based on the ratio of the actual number of days elapsed in the quarterly period to ninety (90) days. If any date on which distributions are to be made on the Series B E Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B E Preferred Units will be made to the holders of record of the Series E Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not less than ten (10) days and not more than thirty (30) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series E Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B A Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Distributable Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8 7/8% of the original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i1) quarterly in arrears, on the last calendar day of Marchor before January 15, JuneApril 15, September July 15 and December, October 15 of each year commencing on or about March 30, 2018, and, (ii2), in the event of (a) an exchange of Series A Preferred Units into Series A Preferred Stock, or (b) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B A Preferred Unit Distribution Payment Date”"); provided, howevercommencing on the first of such payment dates to occur following their original date of issuance. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series A Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, outstanding ranking senior to the Series B C Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B C Preferred Units, shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B C Priority Return attributable to such Series B C Preferred Units in accordance with this Article 1921. Such distributions shall accrue and be cumulative from and including the first date on which any Series B C Preferred Units are issued or, if later, the most recent Series B C Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B C Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of December, March, June, September June and DecemberSeptember, of each year commencing on or about March 30December 31, 20182019, and, (ii), in the event of a redemption of Series B C Preferred Units, on the redemption date (each a “Series B C Preferred Unit Distribution Payment Date”); provided, however, if any Series B C Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B C Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B C Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B C Preferred Unit Distribution Payment Date to such next succeeding Business Day; provided, further, that no holder of the Series C Preferred shall be entitled to receive any dividends paid or payable on the Series C Preferred Units with a Series C Distribution Record Date before the date such units of Series C Preferred Units are issued, and no such dividends shall accrue in respect of such units.

Payment of Distributions. Subject to the preferential rights Each holder of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the General PartnerManaging Member, out of Available CashNet Operating Cash Flow and subject to the right to payment of the holders of Preferred Units ranking senior to or on parity with the Series B Preferred Units, cumulative preferential cash distributions in an amount equal to the aggregate per Series B Priority Return attributable Preferred Unit at the rate per annum of 8.95% of the $250 base liquidation preference thereof (or $5.59375 per quarter) (the "Series B Preferred Unit Distribution"). Series B Preferred Unit Distributions with respect to any Series B Preferred Units shall be cumulative, shall accrue from the date of the issuance of such Series B Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly when, as and if authorized and declared by the Managing Member, in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), ) in the event of a an exchange or redemption of Series B Preferred Units, on the exchange or redemption date date, as applicable (each a “"Series B Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. The amount of distribution per Series B Preferred Unit accruing in each full quarterly distribution period shall be computed by dividing the annual distribution rate by four. The amount of distributions payable for the initial distribution period or any other period shorter or longer than a full quarterly distribution period on the Series B Preferred Units will be computed on the basis of twelve 30-day months and a 360-day year and the actual number of days elapsed in such a thirty (30) day month. If any Series B Preferred Unit Distribution Payment Date is not a Business Day, then payment of the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date may to be paid, at the General Partner’s option, made on either the immediately preceding Business Day or such date will be made on the next succeeding day that is a Business DayDay (and without any interest or other payment in respect of such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if paid made on such date. Series B Preferred Unit Distributions will be made to the holders of Series B Preferred Units of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B Preferred Units, the Series J Preferred Units with respect and the Series L Preferred Units) as to the payment of distributions, pursuant to Section 5.1, the General PartnerSection 17.3.A, as holder Section 18.3.A and Section 20.3.A hereof, holders of the Series B K Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B K Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series K Preferred Units into Series K Preferred Shares, or (ii) a redemption of Series B K Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B K Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B K Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B K Preferred Units will be made to the holders of record of the Series K Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series K Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights Each holder of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B A Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the General PartnerManaging Member, out of Available CashNet Operating Cash Flow and subject to the right to payment of the holders of Preferred Units ranking senior to or on parity with the Series A Preferred Units, cumulative preferential cash distributions in an amount equal per Series A Preferred Unit at the rate per annum of 8.95% of the $250 base liquidation preference thereof (or $5.59375 per quarter) (the "Series A Preferred Unit Distribution"). Series A Preferred Unit Distributions with respect to any Series A Preferred Units shall be cumulative, shall accrue from the aggregate Series B Priority Return attributable to date of the issuance of such Series B A Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly when, as and if authorized and declared by the Managing Member, in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of a an exchange or redemption of Series B A Preferred Units, on the exchange or redemption date date, as applicable (each a “"Series B A Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. The amount of distribution per Series A Preferred Unit accruing in each full quarterly distribution period shall be computed by dividing the annual distribution rate by four. The amount of distributions payable for the initial distribution period or any other period shorter or longer than a full quarterly distribution period on the Series A Preferred Units will be computed on the basis of twelve 30-day months and a 360-day year and the actual number of days elapsed in such a thirty (30) day month. If any Series B A Preferred Unit Distribution Payment Date is not a Business Day, then payment of the distribution which would otherwise have been payable on such Series B A Preferred Unit Distribution Payment Date may to be paid, at the General Partner’s option, made on either the immediately preceding Business Day or such date will be made on the next succeeding day that is a Business DayDay (and without any interest or other payment in respect of such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if paid made on such date. Series B A Preferred Unit Distributions will be made to the holders of Series A Preferred Units of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Series A Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B J Preferred Units, the Series L Preferred Units with respect and the Series M Preferred Units) as to the payment of distributions, pursuant to Section 5.1, the General PartnerSection 18.3.A, as holder Section 20.3.A and Section 21.3.A hereof, holders of the Series B K Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B K Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series K Preferred Units into Series K Preferred Shares, or (ii) a redemption of Series B K Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B K Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B K Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B K Preferred Units will be made to the holders of record of the Series K Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series K Preferred Unit Partnership Record Date").

Payment of Distributions. Subject Notwithstanding anything to the preferential rights of Holders of any class or series of Partnership Interests contrary contained in Section 5.1 of the Partnership now or hereafter issued and outstandingAgreement, ranking senior but subject to the Series B rights of holders of Parity Preferred Units with respect as to the payment of distributions, established pursuant to Section 5.1, the General Partner, as holder 4.2 of the Partnership Agreement, holders of Series B Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall be cumulative, shall accrue form the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March September 30, 2018, and, 1999 and (ii), ) in the event of (A) an exchange for Series B Preferred Units into Series B Preferred Stock, or (B) a redemption of Series B Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series "SERIES B Preferred Unit Distribution Payment Date”PREFERRED UNIT DISTRIBUTION PAYMENT DATE"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and, howeverfor any period shorter than a full quarterly period for which distributions are computed, if the amount of the distribution payable will be computed based on the ratio of the actual number or days elapsed in such period to ninety (90) days. If any Series B Preferred Unit Distribution Payment Date is not a Business DayDay (as hereinafter defined), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units will be made to the holders of record of the Series B Preferred Units on the amount so payable from such relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed 15 Business Days prior to the relevant Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B K Preferred Units, the Series L Preferred Units with respect and the Series M Preferred Units) as to the payment of distributions, pursuant to Section 5.1, the General PartnerSection 19.3.A, as holder Section 20.3.A and Section 21.3.A hereof, holders of the Series B J Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B J Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series J Preferred Units into Series J Preferred Shares, or (ii) a redemption of Series B J Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B J Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B J Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B J Preferred Units will be made to the holders of record of the Series J Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series J Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights Each holder of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B C Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the General PartnerManaging Member, out of Available CashNet Operating Cash Flow and subject to the right to payment of the holders of Preferred Units ranking senior to or on parity with the Series C Preferred Units, cumulative preferential cash distributions in an amount equal per Series C Preferred Unit at the rate per annum of 8.25% of the $250 base liquidation preference thereof (or $5.15625 per quarter) (the "Series C Preferred Unit Distribution"). Series C Preferred Unit Distributions with respect to any Series C Preferred Units shall be cumulative, shall accrue from the aggregate Series B Priority Return attributable to date of the issuance of such Series B C Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly when, as and if authorized and declared by the Managing Member, in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), ) in the event of a an exchange or redemption of Series B C Preferred Units, on the exchange or redemption date date, as applicable (each a “"Series B C Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. The amount of distribution per Series C Preferred Unit accruing in each full quarterly distribution period shall be computed by dividing the annual distribution rate by four. The amount of distributions payable for the initial distribution period or any other period shorter or longer than a full quarterly distribution period on the Series C Preferred Units will be computed on the basis of twelve 30-day months and a 360-day year and the actual number of days elapsed in such a thirty (30) day month. If any Series B C Preferred Unit Distribution Payment Date is not a Business Day, then payment of the distribution which would otherwise have been payable on such Series B C Preferred Unit Distribution Payment Date may to be paid, at the General Partner’s option, made on either the immediately preceding Business Day or such date will be made on the next succeeding day that is a Business DayDay (and without any interest or other payment in respect of such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if paid made on such date. Series B C Preferred Unit Distributions will be made to the holders of Series C Preferred Units of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Series C Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units 2 CPOP Units, in accordance with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder Holders of the Series B Preferred Units, 2 CPOP Units shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B 2 CPOP Priority Return attributable to Return, commencing on the date of issuance of such Series B Preferred Units in accordance with this Article 192 CPOP Units. Such distributions shall be cumulative, shall accrue and be cumulative from and including the first original date on which any of issuance of such Series B Preferred 2 CPOP Units are issued or, if later, the most recent Series B Preferred 2 CPOP Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B 2 CPOP Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, December of each year year, commencing on or about March 30, 2018the first of such dates to occur after the original date of issuance, and, (ii), ) in the event of a redemption or conversion of Series B Preferred 2 CPOP Units, and solely with respect to the redeemed or converted Series 2 CPOP Units, as applicable, on the redemption or conversion date (each each, a “Series B Preferred 2 CPOP Unit Distribution Payment Date”); provided, however, if . If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date 2 CPOP Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (and, in each case with the same force and effect as if paid on such Series B Preferred Unit Distribution Payment Dateany case, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred 2 CPOP Unit Distribution Payment Date to such next succeeding Business Day).

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B J Preferred Units, the Series K Preferred Units with respect and the Series L Preferred Units) as to the payment of distributions, pursuant to Section 5.1, the General PartnerSection 18.3.A, as holder Section 19.3.A and Section 20.3.A hereof, holders of the Series B Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series B Preferred Units into Series B Preferred Shares, or (ii) a redemption of Series B Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units will be made to the holders of record of the Series B Preferred Units on the amount so payable from such Series B relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series B Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B I Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B I Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30December 31, 20182015, and, (ii), in the event of a redemption of Series B I Preferred Units, on the redemption date (each a “Series B I Preferred Unit Distribution Payment Date”); provided, however, if . If any date on which distributions are to be made on the Series B I Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paidmade, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or the next succeeding Business Day, other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. With respect to the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to such next succeeding Business Daythe amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B C Preferred Units with respect Units) as to the payment of distributions, pursuant to Section 5.1Sections 5.1 and 16.3.A hereof, the General Partner, as holder holders of the Series B D Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B D Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series D Preferred Units into Series D Preferred Shares, or (ii) a redemption of Series B D Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B D Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B D Preferred Units will be made to the holders of record of the Series D Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date (the "Series D Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights of the Series D Preferred Units to the Series C Preferred Units, the payment of distributions with respect to the Series D Preferred Units prior to the payment of distributions with respect to the Series C Preferred Units, solely as a result of the Series D Preferred Unit Distribution Payment Date occurring prior to the Series C Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such not be deemed to create a priority in favor of Series B D Preferred Unit Distribution Payment Date to such next succeeding Business DayUnits over Series C Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, Units ranking senior to the Series B Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, pursuant to Article 5 of the Agreement, cumulative preferential cash distributions in an amount equal to at the aggregate Series B Priority Return attributable to such rate per annum of 8.95% of the original Capital Contribution per Series B Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable payable: (i) quarterly in arrears, on the last calendar day (or, if not a Business Day, the next succeeding Business Day) of each of March, June, September and December, December of each year commencing on or about March June 30, 20181999 (each, anda "Series B Preferred Unit Distribution Payment Date"), and (ii), ) in the event of (A) an exchange of Series B Preferred Units into Series B Preferred Stock, or (B) a redemption of Series B Preferred Units, on the exchange date or redemption date, as applicable. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period. If any date (each a “on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Units will be made to the holders of record of the Series B Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be the twentieth (20th) day of the calendar month in which the applicable Series B Preferred Unit Distribution Payment Date, and no interest Date falls or additional dividends or other sums shall accrue on such earlier date designated on at least ten (10) days' notice by the amount so payable from Board of Directors of the General Partner as the record date for such distribution that is not more than thirty (30) nor less than ten (10) days prior to such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series B Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B A Preferred Units, the Series J Preferred Units, the Series K Preferred Units with respect and the Series L Preferred Units) as to the payment of distributions, pursuant to Section 5.1, the General PartnerSection 16.3.A, as holder Section 18.3.A, Section 19.3.A and Section 20.3.A hereof, holders of the Series B Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series B Preferred Units into Series B Preferred Shares, or (ii) a redemption of Series B Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units will be made to the holders of record of the Series B Preferred Units on the amount so payable from such Series B relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series B Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A and 18.3 hereof), as holder holders of the Series B D Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B D Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series D Preferred Units into Series D Preferred Shares, or (ii) a redemption of Series B D Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B D Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B D Preferred Units will be made to the holders of record of the Series D Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series D Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series D Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to Parity Preferred Units (including the Series B Preferred Units, the Series K Preferred Units with respect and the Series L Preferred Units) as to the payment of distributions, pursuant to Section 5.1, the General PartnerSection 17.3.A, as holder Section 19.3.A and Section 20.3.A hereof, holders of the Series B J Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B J Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series J Preferred Units into Series J Preferred Shares, or (ii) a redemption of Series B J Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B J Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B J Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B J Preferred Units will be made to the holders of record of the Series J Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series J Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to The Series C Preferred Units shall rank on a parity with the Series B Preferred Units with respect to payment of distributions and the distribution of assets upon liquidation, dissolution or winding-up. Subject to the rights of holders of Parity Units and holders of Units ranking senior to the Series C Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B C Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, pursuant to Article 5 of the Agreement, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.75% of the original Capital Contribution per Series B Priority Return attributable to such Series B C Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable payable: (i) quarterly in arrears, for the first three quarters on the last calendar day (or, if not a Business Day (as hereinafter defined), the next succeeding Business Day) of each of March, JuneJune and September, September and Decemberfor the last quarter on December 21st (or if not a Business Day, of each year the next succeeding Business Day), commencing on or about March September 30, 20181999 (each, anda "Series C Preferred Unit Distribution Payment Date"), and (ii), ) in the event of (A) an exchange of Series C Preferred Units into Series C Preferred Stock, or (B) a redemption of Series B C Preferred Units, on the exchange date or redemption date (each date, as applicable. The amount of the distribution payable for any period will be computed on the basis of a “Series B Preferred Unit Distribution Payment Date”)360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such period; provided, however, if that for each calendar year (x) the amount of the distribution for the period November 1 through December 21 shall be computed on the basis of two 30-day months plus twenty-one (21) days and (y) the amount of the distribution for the period December 22 through March 31 shall be computed on the basis of three 30-day months plus nine (9) days. If any date on which distributions are to be made on the Series B C Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units will be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be the twentieth (20th) day of the calendar month in which the applicable Series C Preferred Unit Distribution Payment Date falls or on such earlier date designated by the Board of Directors of the General Partner as the record date for such distribution that is not more than thirty (30) days prior to such next succeeding Business DaySeries C Preferred Unit Distribution Payment Date (the "Series C Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B ------------------------ Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder holders of the Series B A Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8% of the original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrearsarrears on or before February 15, on the last calendar day of MarchMay 15, June, September August 15 and December, November 15 of each year year, commencing on or about March 30May 15, 20181998, and, (ii), B) in the event of (i) an exchange of Series A Preferred Units into REIT Series A Preferred Shares, or (ii) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment ----------------------------------- Date”"); provided, howevercommencing (i) in the case of Series A Preferred Units originally issued ---- on March 4, if 1998, on May 15, 1998 and (ii) in the case of all other Series A Preferred Units, on the first of such payment dates to occur following their original date of issuance. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day.(the "Preferred Unit Partnership Record Date"). --------------------------------------

Payment of Distributions. (i) Subject to the preferential rights of Holders holders of any class or series Series A Preferred Units, Parity Preferred Units, Preferred OP Units and Series B Parity Preferred Units as to the payment of Partnership Interests distributions pursuant to Sections 4.3, 8.2 and 16.3 of the Partnership now or hereafter issued and outstandingAgreement, ranking senior to the holders of Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the and Series B B-1 Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cashthe Partnership's available cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such and Series B Preferred Units in accordance with this Article 19. Such B-1 Priority Return, respectively. (ii) All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence) in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30year, 2018, and, and (ii), ) in the event of a redemption of Series B Cumulative Preferred Units, on the redemption date (each a “"SERIES B CUMULATIVE PREFERRED UNIT DISTRIBUTION PAYMENT DATE"). The amount of the distribution payable for any period will be computed on the basis of a 365-day year and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to the actual number of days in such quarterly period. If any date on which distributions are to be made on the Series B Cumulative Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined in SECTION 14), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Cumulative Preferred Units will be made to the holders of record of the Series B Cumulative Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Series B Cumulative Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B X Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall be cumulative, shall accrue and be cumulative from and including the first original date on which any of issuance of the Series B X Preferred Units are issued orand, if laternotwithstanding Section 5.1 of the Partnership Agreement, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrearsarrears on March 31, on the last calendar day of March, JuneJune 30, September 30 and December, December 31 of each year (except in the case of the dividend for the initial dividend period which will be paid on December 28, 2017) commencing on or about March 30December 28, 2017 (for the period from the original date of issuance to but excluding January 1, 2018, and, ) and (ii), ) in the event of a redemption of Series B X Preferred Units, on the redemption date Units (each a “Series B X Preferred Unit Distribution Payment Date”); provided, however, if . If any date on which distributions are to be made on the Series B X Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined below), except in the case of the dividend for the initial dividend period which will be paid December 28, 2017, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall date will be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if paid made on such date. Distributions on the Series B X Preferred Units will be made to the holders of record of the Series X Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Series X Preferred Unit Distribution Payment Date. Business Day shall be any day other than a Saturday, and no interest Sunday or additional dividends day on which banking institutions in the State of New York or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date State of California are authorized or obligated by law to such next succeeding Business Dayclose, or a day which is or is declared a national or a New York or California state holiday.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, outstanding ranking senior to the Series B C Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B C Preferred Units, shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B C Priority Return attributable to such Series B C Preferred Units in accordance with this Article 1921. Such distributions shall accrue and be cumulative from and including the first date on which any Series B C Preferred Units are issued or, if later, the most recent Series B C Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B C Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of December, March, June, September June and DecemberSeptember, of each year commencing on or about March 30December 31, 20182019, and, (ii), in the event of a redemption of Series B C Preferred Units, on the redemption date (each a “Series B C Preferred Unit Distribution Payment Date”); provided, however, if any Series B C Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B C Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B C Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B C Preferred Unit Distribution Payment Date to such next succeeding Business Day; provided, further, that no holder of the Series C Preferred shall be entitled to receive any distributions paid or payable on the Series C Preferred Units with a Series C Distribution Record Date before the date such units of Series C Preferred Units are issued, and no such distributions shall accrue in respect of such units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Senior Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B and Parity Preferred Units, if any, holders of Series C Preferred Units shall be entitled to receive, when, as and if authorized and declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 9 1/8% of the Stated Value of the Series B Priority Return attributable to such Series B C Preferred Units in accordance with this Article 19Units. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including all distributions accrued to the first scheduled date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and of payment shall be payable in cash (i) quarterly in arrears, on the last calendar day of Marchor before March 15, JuneJune 15, September 15 and December, December 15 of each year commencing on or about March 30September 15, 2018, 1999 and, (ii), ) in the event of (A) an exchange of Series C Preferred Units into Series C Cumulative Redeemable Preferred Stock of the General Partner (the "Series C Preferred Stock"), or (B) a redemption of Series B C Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided, however, if . The amount of the distribution payable for any Series B period shall be computed on the basis of a 360-day year of twelve 30-day months and the amount of the distribution payable on the initial Preferred Unit Distribution Payment Date and for any other period shorter or longer than a full quarterly period for which distributions are computed shall be computed on the basis of the actual number of days elapsed. If any date on which distributions are to be made on the Series C Preferred Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date shall be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units shall be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not more than 60 days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(each, a "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A, as holder 17.3A, 18.3A, 19.3A, 20.3A and 21.3A hereof), holders of the Series B I Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B I Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series I Preferred Units into Series I Preferred Shares, or (ii) a redemption of Series B I Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B I Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B I Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B I Preferred Units will be made to the holders of record of the Series I Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series I Preferred Unit Distribution Payment Date (the "Series I Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, the Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units, the Series D Preferred Units and the Series C Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to other Partnership Unit Designations executed under Section 5.1, the General Partner, as holder 4.2 of the Partnership Agreement, holders of Series B A Preferred Units, Units shall be entitled to receive, receive the Priority Return when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19. Such distributions shall be cumulative, shall accrue and be cumulative from and including the first original date on which any of issuance of the Series B A Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (ipayable(i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30, and December, December 31 of each year commencing on or about March June 30, 2018, 1999 and, (ii), in ii)in the event of a redemption of Series B A Preferred Units, Units on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”"SERIES A PREFERRED UNIT DISTRIBUTION PAYMENT DATE"); provided, however, if . If any Series B A Preferred Unit Distribution Payment Date is not a Business DayDay (as hereinafter defined), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall date will be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed 15 Business Days prior to the relevant Series A Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "SERIES A PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the The General Partner, as holder of the Series B 1 Preferred Units, shall will be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions per Series 1 Preferred Unit in an amount equal to the aggregate Series B 1 Priority Return attributable to such Series B Preferred Units accrued thereon, at the applicable rate, in accordance with this Article 19Section 17.2. Such distributions shall accrue and be cumulative from and including April 1, 2020 (the first date on which any “Series B 1 Preferred Units are issued or, if later, Unit Initial Accrual Date”) and will be payable at the most recent then applicable rate (each a “Series B 1 Preferred Unit Distribution Payment Date (as defined belowDate”) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrearsfor the period from the Series 1 Preferred Unit Initial Accrual Date to June 30, 2021, on or about July 12, 2021, (ii) except as provided in clause (iii), for each monthly distribution period thereafter, monthly in equal amounts in arrears on or about the last 12th calendar day of Marcheach calendar month, June, September and December, of each year commencing on or about March 30August 12, 20182021, and, and (iii) to the extent that any Series 1 Preferred Unit is redeemed pursuant to Section 4.7.B after a Series 1 Distribution Record Date with respect to any distribution and before the payment date (determined in accordance with clause (i) or (ii)) of such distribution, in the event of a redemption of any Series B 1 Preferred UnitsUnit, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”)of such Unit; provided, provided however, if any Series B 1 Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been be payable on such Series B Preferred Unit Distribution Payment Date may date shall be paid, at the General Partner’s option, paid on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B 1 Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums sum shall accrue on the amount so payable from such Series B 1 Preferred Unit Distribution Payment Date to such next succeeding Business Day. Distributions will be payable on Series 1 Preferred Units outstanding at the close of business on the applicable Series 1 Distribution Record Date. Each distribution is payable to holders of record of outstanding Series 1 Preferred Units as of the applicable Series 1 Distribution Record Date or date of redemption of such Series 1 Preferred Unit, as applicable. Notwithstanding any provision to the contrary contained herein, the distribution payable on each Series 1 Preferred Unit outstanding on any Series 1 Distribution Record Date shall be equal to the distribution paid with respect to each other Series 1 Preferred Unit that is outstanding on such date.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B C Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 6.2 of the Partnership Agreement, holders of Series B C Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashNet Operating Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 9.125% of the original Capital Contribution per Series B Priority Return attributable to such Series B C Preferred Units in accordance with this Article 19Unit (the "Issuance Rate"). Such All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March June 30, 20182000 for the quarterly period then ended, and, (ii), in the event of (A) an exchange of Series C Preferred Units into Series C Preferred Shares, or (B) a redemption of Series B C Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B C Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units will be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units as to the payment of Partnership Interests distributions and holders of the Partnership now or hereafter issued and outstanding, preferred units ranking senior to the Series B Preferred Units with respect issued after the date hereof in accordance herewith as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cashfunds legally available for the payment of distributions, cumulative preferential cash distributions in an amount equal to at the aggregate Series B Priority Return attributable to such rate per annum of 8.30% of the original Capital Contribution per Series B Preferred Units in accordance with this Article 19Unit. Such distributions shall accrue and be cumulative and shall accrue from and including the first date on which any Series B Preferred Units are issued or, if later, day of the most recent Series B Preferred Unit applicable Distribution Payment Date Period (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passedherein), and shall will be payable (iA) quarterly in arrears, on not later than the last third calendar day after the end of March, June, September and December, of each year commencing on or about March 30, 2018, the applicable Distribution Period and, (iiB), in the event of (i) an exchange of Series B Preferred Units into Series B Preferred Shares, or (ii) a redemption of Series B Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B Preferred Unit "PREFERRED UNIT DISTRIBUTION PAYMENT DATE"). For purposes of this Amendment, the term "DISTRIBUTION PERIOD" shall mean quarterly distribution periods commencing on January 1, April 1, July 1 and October 1 of each year and ending on and including the day preceding the first day of the next succeeding Distribution Payment Date”); provided, however, if Period with respect to any Series B Preferred Unit Units (other than the initial Distribution Payment Date Period, which shall commence on the original date of issuance for such Series B Preferred Units and end on and include the last day of the calendar quarter immediately following the original date of issuance, and other than the Distribution Period during which any Series B Preferred Units shall be redeemed or exchanged, which shall end on and include the date of such redemption or exchange). The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B Preferred Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment DateUnits will be made to the holders of record of the Series B Preferred Units on July 1, 1998 and no interest or additional dividends or other sums shall accrue thereafter on the amount so payable from such Series B relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section 5.1Sections 5.1 and 17.3A hereof), the General Partner, as holder holders of the Series B I Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B I Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series I Preferred Units into Series I Preferred Shares, or (ii) a redemption of Series B I Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B I Preferred Unit Distribution Payment Date”); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B I Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B I Preferred Units will be made to the holders of record of the Series I Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series I Preferred Unit Distribution Payment Date (the “Series I Preferred Unit Partnership Record Date”). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units and the Series D Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A, as holder 18.3A, 19.3A, 20.3A, 21.3A and 22.3A hereof), holders of the Series B D Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B D Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series D Preferred Units into Series D Preferred Shares, or (ii) a redemption of Series B D Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B D Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B D Preferred Units will be made to the holders of record of the Series D Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series D Preferred Unit Distribution Payment Date (the "Series D Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units, the Series D Preferred Units and the Series C Preferred Units, the payment of distributions with respect to a series of such next succeeding Business Day.Preferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series B C Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return. Such Priority Return attributable to such shall be cumulative, shall accrue from the original date of issuance of the Series B C Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including and, notwithstanding Section 5.1 of the first date on which any Series B Preferred Units are issued orPartnership Agreement, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrearsarrears on March 1, on the last calendar day of March, JuneJune 1, September 1 and December, December 1 of each year commencing on or about March 30December 1, 20181999, and, and (ii), ) in the event of (A) a redemption of Series B C Preferred Units, or (B) an exchange of Series C Preferred Units into Series C Preferred Stock, on the redemption date or the exchange date, as applicable (each a “"Series B C Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B C Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall date will be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units will be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Series C Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series C Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders the holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the 7.125% Series B Cumulative Redeemable Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the 7.125% Series B Cumulative Redeemable Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an at the rate of 7.125 percent (7.125%) per annum on the stated value of twenty-five dollars ($25.00) per unit (equivalent to a fixed annual amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19of $1.78125 per unit). Such distributions shall accrue and be cumulative from and including the first date on which any 7.125% Series B Cumulative Redeemable Preferred Units are issued or, if later, (the most recent “7.125% Series B Cumulative Redeemable Preferred Unit Original Issue Date”) and shall be payable quarterly in arrears on each 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrearscommencing December 31, on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”)2014; provided, however, however that if any 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date is not a Business DayDay (as defined below), then the distribution which would otherwise have been payable on such 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, paid on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date, and no interest or additional dividends distributions or other sums shall accrue on the amount so payable from such 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date to such next succeeding Business Day. The amount of any distribution payable on the 7.125% Series B Cumulative Redeemable Preferred Units for any 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Period (as defined below) shall be computed on the basis of a 360-day year consisting of twelve 30-day months. Distributions will be payable to holders of record as they appear in the records of the Partnership at the close of business on the applicable 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Record Date (as defined below). Notwithstanding any provision to the contrary contained herein, each outstanding 7.125% Series B Cumulative Redeemable Preferred Unit shall be entitled to receive a distribution with respect to any 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Record Date equal to the distribution paid with respect to each other 7.125% Series B Cumulative Redeemable Preferred Unit that is outstanding on such date. “7.125% Series B Cumulative Redeemable Preferred Unit Distribution Record Date” shall mean the date designated by the Partnership for the payment of distributions that is not more than 35 or fewer than 10 days prior to the applicable 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date. “7.125% Series B Cumulative Redeemable Preferred Unit Distribution Payment Date” shall mean the last calendar day of each March, June, September and December, commencing on December 31, 2014. “7.125% Series B Cumulative Redeemable Preferred Unit Distribution Period” shall mean the respective periods commencing on and including the first day of January, April, July and October of each year and ending on and including the day preceding the first day of the next succeeding 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Period (other than the initial 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Period, which shall commence on the 7.125% Series B Cumulative Redeemable Preferred Unit Original Issue Date and end on and include December 31, 2014, and other than the 7.125% Series B Cumulative Redeemable Preferred Unit Distribution Period during which any 7.125% Series B Cumulative Redeemable Preferred Units shall be redeemed pursuant to Section 2.F of this Exhibit G, which shall end on and include the day preceding the redemption date with respect to the 7.125% Series B Cumulative Redeemable Preferred Units being redeemed). For purposes of this Section 2 of this Exhibit G, “Business Day” shall mean each day, other than a Saturday or Sunday, which is not a day on which banking institutions in New York, New York are authorized or required by law, regulation or executive order to close.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A, as holder 17.3A, 19.3A, 20.3A, 21.3A and 22.3A hereof), holders of the Series B E Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B E Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series E Preferred Units into Series E Preferred Shares, or (ii) a redemption of Series B E Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B E Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B E Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B E Preferred Units will be made to the holders of record of the Series E Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series E Preferred Unit Distribution Payment Date (the "Series E Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units, the Series D Preferred Units and the Series C Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights Each holder of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B A Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the General PartnerManaging Member, out of Available CashNet Operating Cash Flow and subject to the prior right to payment of the holders of Preferred Units ranking senior to or on parity with the Series A Preferred Units, cumulative preferential cash distributions in an amount equal per Series A Preferred Unit at the rate per annum of 8.95% of the $250 liquidation preference thereof (or $5.59375 per quarter) (the "Series A Preferred Unit Distribution"). Series A Preferred Unit Distributions with respect to any Series A Preferred Units shall be cumulative, shall accrue from the aggregate Series B Priority Return attributable to date of the issuance of such Series B A Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly when, as and if authorized and declared by the Managing Member, in arrears, on or before the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, (ii), and in the event of a an exchange or redemption of Series B A Preferred Units, on the exchange or redemption date date, as applicable (each a “"Series B A Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. The amount of distribution per Series A Preferred Unit accruing in each full quarterly distribution period shall be computed by dividing the annual distribution rate by four. The amount of distributions payable for the initial distribution period or any other period shorter or longer than a full quarterly distribution period on the Series A Preferred Units will be computed on the basis of twelve 30-day months and a 360-day year and the actual number of days elapsed in such a thirty (30) day month. If any Series B A Preferred Unit Distribution Payment Date is not a Business Day, then payment of the distribution which would otherwise have been payable on such Series B A Preferred Unit Distribution Payment Date may to be paid, at the General Partner’s option, made on either the immediately preceding Business Day or such date will be made on the next succeeding day that is a Business DayDay (and without any interest or other payment in respect of such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if paid made on such date. Series B A Preferred Unit Distributions will be made to the holders of Series A Preferred Units of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Series A Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Parity Preferred Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B Preferred Units, shall Partnership Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate Series B Priority Return attributable to such rate per annum of 9.00% of the original Capital Contribution per Series B Preferred Units in accordance with this Article 19Partnership Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, arrears for the three-month periods ending on the last calendar day of February, May, August and November, such dividends to be payable for the quarter just ended on the lst day of each of March, June, September and December, December of each year year, commencing on or about March 30December 1, 20181999, and, and (ii), ) in the event of (a) an exchange of Series B Preferred Partnership Units for Series B Preferred Shares, or (b) a redemption of Series B Preferred Partnership Units, on the exchange date or redemption date date, as applicable (each A "SERIES B PREFERRED PARTNERSHIP UNIT DISTRIBUTION PAYMENT DATE"). The amount of the distribution payable for any period will be computed on the basis of a “360-day year of twelve 30-day months and, for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date Partnership Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on Partnership Units will be made to the amount so payable from such holders of record of the Series B Preferred Partnership Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series B Preferred Partnership Unit Distribution Payment Date to such next succeeding Business Day(the "SERIES B PREFERRED PARTNERSHIP UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A, as holder 17.3A, 18.3A, 19.3A, 20.3A and 22.3A hereof), holders of the Series B H Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B H Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series H Preferred Units into Series H Preferred Shares, or (ii) a redemption of Series B H Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B H Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B H Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B H Preferred Units will be made to the holders of record of the Series H Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series H Preferred Unit Distribution Payment Date (the "Series H Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units, the Series D Preferred Units and the Series C Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B ------------------------ Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder holders of the Series B A Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.075% of the original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrears, on the last calendar day of Marchor before February 15, JuneMay 15, September August 15 and December, November 15 of each year commencing on or about March 30, 2018, and, (iiB), in the event of (i) an exchange of Series A Preferred Units into REIT Series A Preferred Shares, or (ii) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit -------------- Distribution Payment Date”"); provided, howevercommencing (i) in the case of Series A Preferred ------------------------- Units originally issued on February 6, if 1998, on May 15, 1998 and (ii) in the case of all other Series A Preferred Units, on the first of such payment dates to occur following their original date of issuance. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day.(the "Preferred Unit Partnership Record Date"). --------------------------------------

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests holders of the Partnership now or hereafter issued and outstandingSeries D Preferred Units, ranking senior to the Series B I Preferred Units with respect and Parity Preferred Units as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner17.3A and 22.3A hereof), as holder holders of the Series Class B Preferred Units, shall Common Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions (the “Class B Distributions”) in an amount equal to any dividend or distribution (a “REIT Dividend”) made by AMB to the aggregate Series holders of REIT Shares. The amount of any Class B Priority Return attributable Distribution payable on a Class B Common Unit shall be calculated as if such Class B Common Unit had been exchanged for a REIT Share pursuant to Section 23.4 immediately prior to the record day for the payment of such Series B Preferred Units in accordance with this Article 19REIT Dividend. Such distributions shall accrue and will be cumulative from and including payable on any date AMB pays a REIT Dividend. Distributions on the first Class B Common Units will be made to the holders of record of the Class B Common Units on the relevant record dates, which record date on which any Series will correspond with the record date for the corresponding REIT Dividend. For purposes of clarifying the relative distribution priority rights of the Class B Preferred Common Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Parity Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date no distributions may be paid, at paid with respect to the General Partner’s option, Class B Common Units prior to the payment of all distributions accrued with respect to the Parity Preferred Units. Distribution payments with respect to the Class B Common Units occurring on either a different date from the immediately preceding Business Day or Parity Preferred Units shall not be deemed to create a priority in favor of the next succeeding Business Day, except that, if such Business Day is in Class B Common Units over the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B Parity Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business DayUnits.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 8.4 of the Partnership Agreement, holders of Series B C Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashOperating Cash Flow and Capital Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.875% of the original Capital Contribution per Series B Priority Return attributable to such Series B C Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day (or, if not a Business Day (as hereinafter defined), the next succeeding Business Day of each of March, June, September and December, December of each year commencing on or about March September 30, 2018, 1999 and, (ii), ) in the event of (A) an exchange of Series C Preferred Units into Series C Preferred Stock (as hereinafter defined), or (B) a redemption of Series B C Preferred Units, on the exchange date or redemption date date, as applicable (each a “"SERIES C PREFERRED UNIT DISTRIBUTION PAYMENT DATE"). The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B C Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so Series C Preferred Units will be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be the same day as the record date for any distribution payable from on Junior Units (as hereinafter defined), with respect to the same period, or, if no such distribution is payable in respect of the Junior Units, the 20/th/ day of the calendar month in which the applicable distribution falls or on such earlier date designated on at least 10 days' notice by the Board of Directors of the General Partner as the record date for such distribution that is not more than 30 nor less than 10 days prior to such Series B C Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "SERIES C PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the preferential rights of Holders the holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B C Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B C Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an at the rate of 6.875 percent (6.875%) per annum on the stated value of twenty-five dollars ($25.00) per unit (equivalent to a fixed annual amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19of $1.71875 per unit). Such distributions shall accrue and be cumulative from and including the first date on which any Series B C Preferred Units are issued or, if later, (the most recent “Series B C Preferred Unit Original Issue Date”) and shall be payable quarterly in arrears on each Series C Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March June 30, 2018, and, (ii), in the event of a redemption of Series B Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”)2016; provided, however, however that if any Series B C Preferred Unit Distribution Payment Date is not a Business DayDay (as defined below), then the distribution which would otherwise have been payable on such Series B C Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, paid on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B C Preferred Unit Distribution Payment Date, and no interest or additional dividends distributions or other sums shall accrue on the amount so payable from such Series B C Preferred Unit Distribution Payment Date to such next succeeding Business Day.. The amount of any distribution payable on the Series C Preferred Units for any Series C Preferred Unit Distribution Period (as defined below) shall be computed on the basis of a 360-day year consisting of twelve 30-day months. Distributions will be payable to holders of record as they appear in the records of the Partnership at the close of business on the applicable Series C Preferred Unit Distribution Record Date (as defined below). Notwithstanding any provision to the contrary contained herein, each outstanding Series C Preferred Unit shall be entitled to receive a distribution with respect to any Series C Preferred Unit Distribution Record Date equal to the distribution paid with respect to each other Series C Preferred Unit that is outstanding on such date. “Series C Preferred Unit Distribution Record Date” shall mean the date designated by the Partnership for the payment of distributions that is not more than 35 or fewer than 10 days prior to the applicable Series C Preferred Unit Distribution Payment Date. “Series C Preferred Unit Distribution Payment Date” shall mean the last calendar day of each March, June, September and December, commencing on June 30, 2016. “Series C Preferred Unit Distribution Period” shall mean the respective periods commencing on and including the first day of January, April, July and October of each year and ending on and including the day preceding the first day of the next succeeding Series C Preferred Unit Distribution Period (other than the initial Series C Preferred Unit Distribution Period, which shall commence on the Series C Preferred Unit Original Issue Date and end on and include June 30, 2016, and other than the Series C Preferred Unit Distribution Period during which any Series C Preferred Units shall be redeemed pursuant to Section 3.F, which shall end on and include the day preceding the redemption date

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A, as holder 17.3A, 18.3A, 19.3A, 21.3A and 22.3A hereof), holders of the Series B G Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B G Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series G Preferred Units into Series G Preferred Shares, or (ii) a redemption of Series B G Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B G Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B G Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B G Preferred Units will be made to the holders of record of the Series G Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series G Preferred Unit Distribution Payment Date (the "Series G Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units, the Series D Preferred Units and the Series C Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. (i) Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued Series A Preferred Units, Parity Preferred Units, Preferred OP Units and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions pursuant to Section 5.1Sections 4.3, the General Partner, as holder 8.2 and 16.3 of the Agreement, holders of Series B Preferred Units, Series B-1 Preferred Units, Series B-2 Preferred Units and Series B-3 Preferred Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cashthe Partnership's available cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return, Series B-1 Priority Return, Series B-2 Priority Return attributable to such and Series B Preferred Units in accordance with this Article 19. Such B-3 Priority Return, respectively. (ii) All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence) in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30year, 2018, and, and (ii), ) in the event of a redemption of Series B Cumulative Preferred Units, on the redemption date (each a “"SERIES B CUMULATIVE PREFERRED UNIT DISTRIBUTION PAYMENT DATE"). The amount of the distribution payable for any period will be computed on the basis of a 365-day year and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to the actual number of days in such quarterly period. If any date on which distributions are to be made on the Series B Cumulative Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined in Section 14), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Cumulative Preferred Units will be made to the holders of record of the Series B Cumulative Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Series B Cumulative Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B The Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall Member will be entitled to receive, when, as and if authorized declared by the General PartnerCompany acting through the Managing Member, out of Available Cash, cumulative preferential cash distributions in an amount equal to (1) the aggregate Series B Priority Return attributable to such Series B product of (i) the Distribution Rate in effect for each day elapsed during a Distribution Period, multiplied by (ii) the Liquidation Preference, multiplied by (iii) the number of days actually elapsed in a Distribution Period, divided by (2) 360 (the “Preferred Units in accordance with this Article 19Unit Distribution”). Such distributions Preferred Unit Distributions shall accrue and be cumulative from and including the first date on which any Series B Closing Date, shall accrue with respect to the Preferred Units are issued or, if later, Member from the most recent Series B Preferred Unit Distribution Payment Closing Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable when, as and if declared by the Company acting through the Managing Member as follows: (iA) quarterly in arrears, on the last calendar day of each March, June, September and DecemberDecember until March 31, 2008, beginning June 30, 2007, and thereafter monthly in arrears on the last calendar day of each year commencing on or about March 30, 2018month, and, (ii), B) in the event of a redemption of Series B Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any Series B Preferred Unit Distribution Payment Date is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date may to be paid, at the General Partner’s option, made on either the immediately preceding Business Day or such date will be made on the next succeeding day that is a Business DayDay (and without any interest or other payment in respect of such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if paid made on such Series B date. Preferred Unit Distributions will be made to the Preferred Member of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B F Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 6.2 of the Partnership Agreement, holders of Series B F Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashNet Operating Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 6.65% of the original Capital Contribution per Series B Priority Return attributable to such Series B F Preferred Units in accordance with this Article 19Unit (the “Issuance Rate”). Such All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30, 2018the first such date to occur after the original date of issuance, and, (ii), in the event of (A) an exchange of Series F Preferred Units into Series F Preferred Shares, or (B) a redemption of Series B F Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B Preferred Unit Distribution Payment Date”); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve (12) 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B F Preferred Unit Distribution Payment Date Units is not a Business DayDay (as such term is defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B F Preferred Units will be made to the holders of record of the Series F Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the “Preferred Unit Partnership Record Date”).

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to other Partnership Unit Designations executed under Section 5.1, the General Partner, as holder 4.2 of the Partnership Agreement, holders of Series B C Preferred Units, Units shall be entitled to receive, receive the Priority Return when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19. Such distributions shall be cumulative, shall accrue and be cumulative from and including the first original date on which any of issuance of the Series B C Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30, and December, December 31 of each year commencing on or about March June 30, 2018, 2000 and, (ii), ) in the event of a redemption of Series B C Preferred Units, Units on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”"SERIES C PREFERRED UNIT DISTRIBUTION PAYMENT DATE"); provided, however, if . If any Series B C Preferred Unit Distribution Payment Date is not a Business DayDay (as hereinafter defined), then payment of the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall to be made on such date will made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units will be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed 15 Business Days prior to the relevant Series C Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "SERIES C PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Senior Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B and Parity Preferred Units, if any, holders of Series C Preferred Units shall be entitled to receive, when, as and if authorized and declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 9 1/8% of the Stated Value of the Series B Priority Return attributable to such Series B C Preferred Units in accordance with this Article 19(the "Series C Preferred Distribution"). Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including all distributions accrued to the first scheduled date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and of payment shall be payable in cash (iA) quarterly in arrears, on the last calendar day of Marchor before March 15, JuneJune 15, September 15 and December, December 15 of each year commencing on or about March 30September 15, 2018, 1999 and, (ii), B) in the event of (1) an exchange of Series C Preferred Units into Series C Exchanged Units, or (2) a redemption of Series B C Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided, however, if . The amount of the distribution payable for any Series B period shall be computed on the basis of a 360-day year of twelve 30-day months and the amount of the distribution payable on the initial Preferred Unit Distribution Payment Date and for any other period shorter or longer than a full quarterly period for which distributions are computed shall be computed on the basis of the actual number of days elapsed. If any date on which distributions are to be made on the Series C Preferred Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date shall be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B C Preferred Units shall be made to the holders of record of the Series C Preferred Units on the relevant record dates to be fixed acting through the General Partner, which record dates shall be not more than 60 days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(each, a "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner17.3A, as holder 18.3A, 19.3A and 21.3A hereof), holders of the Series B I Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B I Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series I Preferred Units into Series I Preferred Shares, or (ii) a redemption of Series B I Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B I Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B I Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B I Preferred Units will be made to the holders of record of the Series I Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series I Preferred Unit Distribution Payment Date (the "Series I Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, the Series H Preferred Units, the Series F Preferred Units, the Series E Preferred Units and the Series D Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B G Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 6.2 of the Partnership Agreement, holders of Series B G Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashNet Operating Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 6.70% of the original Capital Contribution per Series B Priority Return attributable to such Series B G Preferred Units in accordance with this Article 19Unit (the “Issuance Rate”). Such All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30, 2018the first such date to occur after the original date of issuance, and, (ii), in the event of (A) an exchange of Series G Preferred Units into Series G Preferred Shares, or (B) a redemption of Series B G Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B Preferred Unit Distribution Payment Date”); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve (12) 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B G Preferred Unit Distribution Payment Date Units is not a Business DayDay (as such term is defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B G Preferred Units will be made to the holders of record of the Series G Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the “Preferred Unit Partnership Record Date”).

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, Units ranking senior to the Series B T Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 and Section 24.3.A of the Partnership Agreement, holders of Series B T Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 6.25% of the stated value of $25 per Series B Priority Return attributable to such Series B T Preferred Units in accordance with this Article 19Unit. Such All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30the first such date to occur after the original date of issuance, 2018, and, and (ii), ) in the event of a redemption of Series B T Preferred Units, on the redemption date (each a “Series B T Preferred Unit Distribution Payment Date”); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve (12) 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B T Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B T Preferred Units will be made to the holders of record of the Series T Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder holders of the Series B Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 9.30% of the original Capital Contribution per Series B Priority Return attributable to Preferred Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (A) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the last day of the quarterly periods set forth in this clause (A) and not calendar quarters) in arrears on February 15, May 15, August 15 and November 15 of each year, commencing on August 15, 1999, and, (B) in the event of (i) an exchange of Series B Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any into REIT Series B Preferred Units are issued orShares, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of ) a redemption of Series B Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units will be made to the holders of record of the Series B Preferred Units on the amount so payable from such Series B relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series B Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder holders of the Series B A Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8% of the original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods set forth in arrearsthis clause (A) and not calendar quarters) in arrears on or before February 15, on the last calendar day of MarchMay 15, June, September August 15 and December, November 15 of each year year, 76 commencing on or about March 30May 15, 20181998, and, (ii), B) in the event of (i) an exchange of Series A Preferred Units into REIT Series A Preferred Shares, or (ii) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B A Preferred Unit Distribution Payment Date”"); provided, howevercommencing (i) in the case of Series A Preferred Units originally issued on March 4, if 1998, on May 15, 1998 and (ii) in the case of all other Series A Preferred Units, on the first of such payment dates to occur following their original date of issuance. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series A Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests holders of the Partnership now or hereafter issued and outstandingSeries D Preferred Units, ranking senior to the Series B E Preferred Units, the Series F Preferred Units, the Series H Preferred Units, the Series I Preferred Units, the Series N Preferred Units with respect and Parity Preferred Units as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner17.3A, as holder 18.3A, 21.3A, 22.3A and 24.3A hereof), holders of the Series Class B Preferred Units, shall Common Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions (the "Class B Distributions") in an amount equal to any dividend or distribution (a "REIT Dividend") made by AMB to the aggregate Series holders of REIT Shares. The amount of any Class B Priority Return attributable Distribution payable on a Class B Common Unit shall be calculated as if such Class B Common Unit had been exchanged for a REIT Share pursuant to Section 23.4 immediately prior to the record day for the payment of such Series B Preferred Units in accordance with this Article 19REIT Dividend. Such distributions shall accrue and will be cumulative from and including payable on any date AMB pays a REIT Dividend. Distributions on the first Class B Common Units will be made to the holders of record of the Class B Common Units on the relevant record dates, which record date on which any Series will correspond with the record date for the corresponding REIT Dividend. For purposes of clarifying the relative distribution priority rights of the Class B Preferred Common Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Parity Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date no distributions may be paid, at paid with respect to the General Partner’s option, Class B Common Units prior to the payment of all distributions accrued with respect to the Parity Preferred Units. Distribution payments with respect to the Class B Common Units occurring on either a different date from the immediately preceding Business Day or Parity Preferred Units shall not be deemed to create a priority in favor of the next succeeding Business Day, except that, if such Business Day is in Class B Common Units over the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B Parity Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business DayUnits.

Payment of Distributions. Subject Pursuant to the preferential rights of Holders of any class or series of Partnership Interests Section 5.1 of the Partnership now or hereafter issued Agreement and outstanding, ranking senior subject to the Series B rights of holders of Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B D Preferred Units, shall will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B D Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall be cumulative, shall accrue and be cumulative from and including include the first original date on which any of issuance of the Series B D Preferred Units are issued or, if later, or from the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which full cumulative distributions have been paid in full (or declared and on the corresponding Series B Distribution Record Date has passed)D Preferred Units, and shall will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, December of each year commencing on or about March December 30, 20182011, and, and (ii), ) in the event of a redemption of Series B D Preferred Units, on the redemption date on which the Series D Preferred Units are redeemed (each a “Series B D Preferred Unit Distribution Payment Date”); provided, however, if . If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Daydate.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B A Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B A Preferred Units, shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B A Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B A Preferred Units are issued or, if later, the most recent Series B A Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed)full, and shall be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30December 31, 20182016, and, (ii), in the event of a redemption of Series B A Preferred Units, on the redemption date (each a “Series B A Preferred Unit Distribution Payment Date”); provided, however, if any Series B A Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B A Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B A Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B A Preferred Unit Distribution Payment Date to such next succeeding Business Day.

Payment of Distributions. Subject to the preferential rights of Holders holders of Parity Preferred Units and any class or series holders of Partnership Interests of issued after the Partnership now or hereafter issued and outstanding, date hereof in accordance herewith ranking senior to the Series B F Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder holders of the Series B F Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashCash and Capital Transaction Proceeds, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8.75% of the original Capital Contribution per Series B Priority Return attributable to such Series B F Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods to be the quarterly periods ending on the dates set forth in this sentence) in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year year, commencing on or about March September 30, 20182000 (with the first such payment to include the amount accrued from the period commencing the date hereof and ending September 30, 2000) and, (ii), B) in the event of (i) an exchange of Series F Preferred Units into Series F Preferred Stock, or (ii) a redemption of Series B F Preferred Units, on the exchange date or redemption date date, as applicable (each a “" Series B F Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B F Preferred Unit Distribution Payment Date Units is not a Business DayDay (as defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on September 30, 2000 and thereafter will be made to the holders of record of the Series B F Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units on the amount so payable from such Series B relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be not less than ten (10) days and not more than thirty (30) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Series F Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B D Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 6.2 of the Partnership Agreement, holders of Series B D Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashNet Operating Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 7.625% of the original Capital Contribution per Series B Priority Return attributable to such Series B D Preferred Units in accordance with this Article 19Unit (the "Issuance Rate"). Such All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30, 2018the first such date to occur after the original date of issuance, and, (ii), in the event of (A) an exchange of Series D Preferred Units into Series D Preferred Shares, or (B) a redemption of Series B D Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred Unit Distribution Payment Date”"); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve (12) 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B D Preferred Unit Distribution Payment Date Units is not a Business DayDay (as such term is defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B D Preferred Units will be made to the holders of record of the Series D Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the "Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series Parity Preferred Units and holders of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B E Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 6.2 of the Partnership Agreement, holders of Series B E Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashNet Operating Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 7.00% of the original Capital Contribution per Series B Priority Return attributable to such Series B E Preferred Units in accordance with this Article 19Unit (the “Issuance Rate”). Such All distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day of Marchor before March 31, JuneJune 30, September 30 and December, December 31 of each year commencing on or about March 30, 2018the first such date to occur after the original date of issuance, and, (ii), in the event of (A) an exchange of Series E Preferred Units into Series E Preferred Shares, or (B) a redemption of Series B E Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B Preferred Unit Distribution Payment Date”); provided. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve (12) 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series B E Preferred Unit Distribution Payment Date Units is not a Business DayDay (as such term is defined herein), then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B E Preferred Units will be made to the holders of record of the Series E Preferred Units on the relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day(the “Preferred Unit Partnership Record Date”).

Payment of Distributions. Subject ------------- ------------------------ to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 8.4 of the Partnership Agreement, holders of Series B Preferred Units, Units shall be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available CashOperating Cash Flow and Capital Cash Flow, cumulative preferential cash distributions in an amount equal to at the aggregate Series B Priority Return attributable to such rate per annum of 8.875% of the original Capital Contribution per Series B Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (i) quarterly in arrears, on the last calendar day (or, if not a Business Day (as hereinafter defined), the next succeeding Business Day of each of March, June, September and December, December of each year commencing on or about March 3031, 2018, 1999 and, (ii), ) in the event of (A) an exchange of Series B Preferred Units into Series B Preferred Stock (as hereinafter defined), or (B) a redemption of Series B Preferred Units, on the exchange date or redemption date date, as applicable (each a “"SERIES B PREFERRED UNIT DISTRIBUTION ------------------------------------ PAYMENT DATE"). The amount of the distribution payable for any period will be ------------ computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such date. Distributions on the Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue Units will be made to the holders of record of the Series B Preferred Units on the amount so relevant record dates to be fixed by the Partnership acting through the General Partner, which record dates shall be the same day as the record date for any distribution payable from on Junior Units (as hereinafter defined), with respect to the same period, or, if no such distribution is payable in respect of the Junior Units, the 20/th/ day of the calendar month in which the applicable distribution falls or on such earlier date designated on at least 10 days' notice by the Board of Directors of the General Partner as the record date for such distribution that is not more than 30 nor less than 10 days prior to such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.(the "SERIES B PREFERRED UNIT ----------------------- PARTNERSHIP RECORD DATE"). -----------------------

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner17.3A, as holder 18.3A, 19.3A, 20.3A and 21.3A hereof), holders of the Series B I Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B I Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 25th day of March, June, September and December, December of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series I Preferred Units into Series I Preferred Shares, or (ii) a redemption of Series B I Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B I Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B I Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B I Preferred Units will be made to the holders of record of the Series I Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series I Preferred Unit Distribution Payment Date (the "Series I Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, the Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units and the Series D Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B ------------------------ Parity Preferred Units with respect as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder holders of the Series B A Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the aggregate rate per annum of 8% of the original Capital Contribution per Series B Priority Return attributable to such Series B A Preferred Units in accordance with this Article 19Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly in arrearsarrears on or before February 15, on the last calendar day of MarchMay 15, June, September August 15 and December, November 15 of each year year, commencing on or about March 30May 15, 20181998, and, (ii), B) in the event of (i) an exchange of Series A Preferred Units into REIT Series A Preferred Shares, or (ii) a redemption of Series B A Preferred Units, on the exchange date or redemption date date, as applicable (each a “Series B "Preferred --------- Unit Distribution Payment Date”"); provided. The amount of the distribution payable for ------------------------------ any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, however, if the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series B A Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B A Preferred Units will be made to the holders of record of the Series A Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date to such next succeeding Business Day.(the "Preferred Unit -------------- Partnership Record Date"). -----------------------

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner16.3.A, as holder 17.3A, 18.3A, 20.3A, 21.3A and 22.3A hereof), holders of the Series B F Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B F Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series F Preferred Units into Series F Preferred Shares, or (ii) a redemption of Series B F Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B F Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B F Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other 103 109 payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B F Preferred Units will be made to the holders of record of the Series F Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series F Preferred Unit Distribution Payment Date (the "Series F Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units, the Series D Preferred Units and the Series C Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Parity Preferred Units with respect as to the payment of distributions, distributions (including pursuant to Section Sections 5.1, the General Partner17.3A, as holder 18.3A, 19.3A, 21.3A and 22.3A hereof), holders of the Series B G Preferred Units, shall Units will be entitled to receive, when, as and if authorized declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the aggregate Series B G Priority Return attributable to such Series B Preferred Units in accordance with this Article 19Return. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 15th day of MarchJanuary, JuneApril, September July and December, October of each year commencing on or about March 30, 2018, and, and (ii), B) in the event of (i) an exchange of Series G Preferred Units into Series G Preferred Shares, or (ii) a redemption of Series B G Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series B G Preferred Unit Distribution Payment Date”"); provided, however, if commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series B G Preferred Unit Distribution Payment Date Units is not a Business Day, then payment of the distribution which would otherwise have been payable to be made on such Series B Preferred Unit Distribution Payment Date may date will be paid, at the General Partner’s option, made on either the immediately preceding Business Day or the next succeeding day that is a Business Day, Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid made on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue date. Distributions on the amount so payable from such Series B G Preferred Units will be made to the holders of record of the Series G Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Series G Preferred Unit Distribution Payment Date (the "Series G Preferred Unit Partnership Record Date"). For purposes of clarifying the relative distribution priority rights among the Series I Preferred Units, Series H Preferred Units, the Series G Preferred Units, the Series F Preferred Units, the Series E Preferred Units and the Series D Preferred Units, the payment of distributions with respect to a series of such next succeeding Business DayPreferred Units prior to the payment of distributions with respect to another such series of Preferred Units, solely as a result of the distribution payment dates with respect to a series of Preferred Units occurring on a different date from another series of Preferred Units, shall not be deemed to create a priority in favor of one series of Preferred Units over any other series of Preferred Units.

Payment of Distributions. Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General PartnerMIC, as holder of the Series B 2 Preferred Units, shall will be entitled to receive, when, as and if authorized by the General PartnerBoard, out distributions payable in kind in additional Series 2 Preferred Units at a cumulative annual rate of Available Cash10.0% of the $1,000.00 per unit liquidation preference of the Series 2 Preferred Units for the period beginning from, cumulative cash distributions in an amount equal to and including, the aggregate Series B Priority Return attributable to original date of issuance of such Series B 2 Preferred Units in accordance with this Article 19. Such distributions shall accrue Unit and be cumulative from and including ending on the first date on which any Series B 2 Preferred Units are issued or, Unit Distribution Payment Date; provided that if later, the most recent Series B 2 Preferred Unit Distribution Payment Date (as defined below) occurs prior to the first anniversary of the original date of issuance of such Series 2 Preferred Unit, such Series 2 Preferred Unit shall receive distributions at a cumulative annual rate of 10.0% of the $1,000.00 per unit liquidation preference for a period of one year, which distributions have been shall be paid in full (or declared and on the corresponding Series B 2 Preferred Unit Distribution Record Date has passed), and Payment Date. Distributions shall be payable (i) quarterly in arrears, kind only on a single payment date and shall not be payable in cash. Distributions shall be payable on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Preferred Units, on the redemption date (each a and immediately preceding the time) that the Series 2 Preferred Units convert into Common Units in accordance with Section 18.7 (the “Series B 2 Preferred Unit Distribution Payment Date”); provided, however, that if any the Series B 2 Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B 2 Preferred Unit Distribution Payment Date may be paid, at paid on the General Partner’s option, on either the immediately preceding or succeeding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B 2 Preferred Unit Distribution Payment Date, Date and no interest or interest, additional dividends distributions or other sums shall accrue thereon. Distributions will be payable on Series 2 Preferred Units outstanding at the close of business on the amount so Series 2 Distribution Record Date. Notwithstanding any provision to the contrary contained herein, the distribution payable from such on each Series B 2 Preferred Unit outstanding on the Series 2 Distribution Payment Record Date shall be equal to the distribution paid with respect to each other Series 2 Preferred Unit that is outstanding on such next succeeding Business Daydate.