Common use of Priority as to Distributions Clause in Contracts

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B Preferred Units which may be in arrears.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B D Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B D Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B D Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B D Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B D Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B D Preferred Units which may be in arrears.

Priority as to Distributions. (i) No Except as provided in Section 27.3(c)(ii) below, unless full cumulative distributions shall be declared for all past Series H Preferred Unit Distribution Periods on the Series H Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof is set apart for payment and such payment, no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B Preferred Units as to distributions (other than a distribution paid in Junior Common OP Units or Preferred any other class or series of OP Units ranking junior to the Series B H Preferred Units as to distributions and as to the distribution of assets upon liquidation, dissolution and winding up of the Partnership) shall be authorized or paid or set aside for any period, payment nor shall any Junior other distribution be authorized or made on Common OP Units or Preferred any other classes or series of OP Units ranking junior to or on parity with the Series B H Preferred Units as to distributions or as to the distribution of assets upon liquidation liquidation, dissolution or winding up of the Partnership nor shall any Common OP Units or any other classes or series of OP Units ranking junior to or on parity with the Series H Preferred Units as to distributions or as to the distribution of assets upon liquidation, dissolution or winding up of the Partnership be redeemed, purchased or otherwise acquired for any consideration (and no funds shall or any amounts be paid to or made available for a sinking fund for the redemption of any such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B Preferred Units which may be in arrears.by

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the (that is not a Series B A Preferred Units Unit) as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation, liquidation or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B A Preferred Units which may be in arrears.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B C Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B C Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B C Preferred Units as to distributions or upon liquidation be redeemed, purchased purchased, retired or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B C Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B C Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B C Preferred Units which may be in arrears.

Priority as to Distributions. (i) No distributions Except to the extent set forth in Section 16.2.C (ii), so long as any Series A Preferred Units are outstanding, no distribution of cash or other property shall be declared or authorized, declared, paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit class or Preferred Unit ranking series of Partnership Interest of the Partnership ranking, as to distributions or voluntary or involuntary liquidation, dissolution or winding up of the Partnership, junior to the Series B A Preferred Units as to distributions (other than a distribution paid in collectively, "Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation) for any periodUnits"), nor shall any Junior Units or Parity Preferred Units ranking junior to the Series B Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall or any monies be paid to or made available for a sinking fund for the redemption of any such unitsJunior Units or Parity Preferred Units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for other Junior Units or Parity Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidationUnits) unless, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT)in each case, unless full cumulative distributions on the Series B Preferred Units for all past periods shall have been or contemporaneously are (i) declared authorized and paid in cash or (ii) declared authorized and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B A Preferred Units which may be for all past distribution periods and the current distribution period. The foregoing sentence will not prohibit (a) distributions payable solely in arrears.Junior Units, (b) the exchange of Junior Units or Parity Preferred Units into Partnership Interests of the Partnership ranking junior to the Series A Preferred Units as to

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the (that is not a Series B A Preferred Units Unit) as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B (that are not Preferred Units Units) as to distributions and upon liquidation, liquidation or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B A Preferred Units which may be in arrears.

Priority as to Distributions. (i) No distributions So long as any Series A Preferred Units are outstanding, no distribution of cash or other property shall be declared or authorized, declared, paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Units, unless, in each case, all distributions accumulated on all Series B Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past prior quarterly periods shall have been or contemporaneously are (i) declared and paid in cash full. The foregoing sentence will not prohibit (a) distributions payable solely in Junior Units or, in accordance with Section 8.6 hereof, REIT Shares (or any similar equity security) of the Company, (iib) declared the conversion of Junior Units or Parity Preferred Units into Junior Units or common shares of beneficial interest (or any similar equity security) of the Company, and a sum sufficient for (c) the payment thereof in cash is set apart for such paymentredemption of Partnership Interests corresponding to any shares of stock purchased by the Company pursuant to its Charter. (ii) No interestSo long as distributions have not been paid in full (or a sum sufficient for such full payment is not irrevocably deposited in trust for payment) upon the Series A Preferred Units, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments all distributions authorized and declared on the Series B A Preferred Units which may and all classes or series of outstanding Parity Preferred Units shall be authorized and declared so that the amount of distributions authorized and declared per Series A Preferred Unit and such other classes or series of Parity Preferred Units shall in arrearsall cases bear to each other the same ratio that accrued distributions per Series A Preferred Unit and such other classes or series of Parity Preferred Units bear to each other.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the (that is not a Series B A Preferred Units Unit) as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation, liquidation or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past periods shall have been or contemporaneously are are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment. (ii) No interest, or sum of money in lieu of interest, shall be payable in respect of any distribution payment or payments on the Series B A Preferred Units which may be in arrears.