Common use of Procedure for Exchange Clause in Contracts

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F Preferred Stock issued pursuant to this Section 4.10(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (A) Any In order to exercise the exchange right provided in Section II of this Agreement, the Company shall surrender the certificate or certificates representing the shares of Class B common shares to be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered exchanged, duly endorsed in blank, to the General Partner Secretary of DSW, accompanied by written notice addressed to DSW specifying the holder who is exercising number (in whole shares) of such exchange right, Class B common shares evidenced by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F Preferred Units, certificate or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F Preferred Units certificates to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units the name or names in which the Company wishes the certificate or certificates for the Class A common shares to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000be issued. Each exercise of this exchange will right shall be deemed to have been effected immediately prior to the close of business on the date business day on which such Series F Preferred Units notice and the certificates representing the shares of Class B common shares to be exchanged (together with all required documentation) shall have been surrendered and notice to the Secretary of DSW and, to the extent permitted by law, at such time the person or persons in whose name or names any certificate or certificates for the Class A common shares are to be issued shall be deemed to have been received become the holder or holders of record thereof for all purposes. As promptly as practicable after the surrender of such Class B common shares as aforesaid, but in any event not later than the second business day after such surrender, DSW shall deliver or cause to be delivered to the Company or to such person as may be designated by the General Partner Company, a certificate or certificates for the number of whole Class A common shares issuable upon the exchange of such shares of Class B common shares in accordance with the provisions hereof and any cash payment in lieu of any fractional shares of Class A common shares, as aforesaid and the Series F Exchange Price shall have been paid. Any Series F Preferred Stock issued pursuant to this Section 4.10(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in Section IV. DSW shall issue certificates for the Articles balance of Incorporation, the Bylaws any remaining Class B common shares in any case in which fewer than all of the General Partner, the Securities Act and relevant state securities or blue sky lawsClass B common shares represented by a certificate are exchanged.

Procedure for Exchange. (A) Any Prior to the Closing Date, Parent shall select American Stock Transfer & Trust Company as exchange shall be exercised pursuant to a notice of exchange agent (the "Series F Exchange NoticeAgent") delivered to act in such capacity in connection with the General Partner by Merger. As of the Effective Time, Parent shall deposit with the Exchange Agent, for the benefit of the holders (the "Shareholders") of shares of Company Common Stock, for exchange in accordance with this Article II and the Plan of Merger certificates representing the shares of Parent Common Stock contemplated to be issued as Merger Shares (which shares of Parent Common Stock, together with any dividends or distributions with respect thereto, being hereinafter collectively referred to as the "Exchange Fund"). As soon as practicable after the Effective Time, the Exchange Agent shall mail to each holder who is exercising such exchange rightof record of a certificate or certificates which immediately before the Effective Time represented issued and outstanding shares of Company Common Stock (collectively, by the "Old Certificates"): (i) fax a letter of transmittal advising such holders of the terms of the exchange effected by the Merger (and specifying how delivery shall be effected, and risk of loss and title to the Old Certificates shall pass, only upon delivery of the Old Certificates to the Exchange Agent and shall be in such form and have such other provisions as Parent may reasonably specify); and (ii) by certified mail postage prepaidinstructions for use in effecting the surrender of Old Certificates in exchange for certificates representing Merger Shares. Upon request surrender of an Old Certificate for cancellation to the Exchange Agent, together with a duly executed letter of transmittal and such other documents as may be reasonably required by the Exchange Agent, the holder of such Old Certificate shall be entitled to receive in exchange therefor a certificate representing that number of whole shares of Parent Common Stock which such holder has the right to receive pursuant to the provisions of this Article II and the Plan of Merger, and the Old Certificate so surrendered shall forthwith be cancelled. In the event of a transfer of ownership of shares of Company Common Stock which are not registered on the transfer records of the General PartnerCompany, such holder delivering the Series F Exchange Notice it shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion be a condition of the exchange by thereof that the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, Old Certificate representing such Series F Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units Company Common Stock is presented to the office of the General Partner maintained Exchange Agent properly endorsed and otherwise in proper form for transfer and accompanied by all documents required to evidence and affect such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F Preferred Units to be exchanged (together with all required documentation) shall have been surrendered transfer and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall evidence that any applicable stock transfer taxes have been paid. Any Series F Preferred Stock issued pursuant to Until surrendered as contemplated by this Section 4.10(g2.2(a) and the Plan of Merger, each Old Certificate shall be delivered deemed, on and after the Effective Time, to represent only the right to receive upon such surrender (x) the certificate representing shares of Parent Common Stock and (y) cash in lieu of fractional shares (as shares which are duly authorized, validly issued, fully paid hereinafter provided) of Parent Common Stock as contemplated by this Article II and nonassessable, free the Plan of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky lawsMerger.

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F A Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F A Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F A Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx 121 West Forsyth Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each Xxxx exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F A Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F A Preferred Stock issued pursuant to this Section 4.10(g4.5(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of IncorporationCharter, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F E Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F E Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F E Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F E Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F E Preferred Stock Shares issued pursuant to this Section 4.10(g) 10 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (AB) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F D Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F D Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F D Exchange Notice and such requested information by delivering certificates, if any, representing such Series F D Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F D Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F D Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F D Exchange Price shall have been paid. Any Series F D Preferred Stock issued pursuant to this Section 4.10(g4.8(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "“Series F D Exchange Notice"”) delivered to the General Partner by the holder who is exercising such Partners representing at least 51% of the outstanding Series D Preferred Units (or by the Series D Contributor in the case of an exchange rightpursuant to the last sentence of Section 19.9.A(i) hereof), by (iA) fax and (iiB) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the The General Partner may reasonably request effect any exchange of Series D Preferred Units, or exercise its option to determine whether cause the Partnership to redeem any portion of the exchange Series D Preferred Units for cash pursuant to Section 19.9.A(ii) or redeem Series D Excess Units pursuant to Section 19.9.A(iii), by the delivering holder will result in the violation to each Holder of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange record of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Series D Exchange Notice, (a) if the General Partner elects to cause the Partnership to acquire any of the Series F Exchange Notice D Preferred Units then outstanding, (1) certificates representing the REIT Series D Preferred Shares being issued in exchange for the Series D Preferred Units of such Holder being exchanged and such requested information by delivering certificates(2) a written notice (a “Series D Redemption Notice”) stating (A) the redemption date, if any, representing which may be the date of such Series F D Redemption Notice or any other date which is not later than sixty (60) days following the receipt of the Series D Exchange Notice, (B) the redemption price, (C) the place or places where the Series D Preferred Units are to be surrendered and (D) that distributions on the Series D Preferred Units will cease to accrue on such redemption date, or (b) if the General Partner elects to cause the Partnership to redeem all of the Series D Preferred Units then outstanding in exchange for cash, a Series D Redemption Notice. Series D Preferred Units shall be deemed canceled (and any corresponding Partnership Interest represented thereby deemed terminated) on the redemption date. Holders of Series D Preferred Units shall deliver any canceled certificates representing Series D Preferred Units which have been exchanged or redeemed to the office of General Partner (which currently is located at 00000 Xxxx Xxxxxxx Xxxxxxxxx, Xxx Xxxxxxx, Xxxxxxxxxx 90064) within ten (10) Business Days of the exchange or redemption with respect thereto. Notwithstanding anything to the contrary contained herein, any and all Series D Preferred Units to be exchanged together withfor REIT Series D Preferred Shares pursuant to this Section 19.9 shall be so exchanged in a single transaction at one time. As a condition to exchange, if applicable, written notice the General Partner may require the Holders of exchange and a proper assignment of such Series F D Preferred Units to the office of make such representations as may be reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of REIT Series D Preferred Shares pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner as aforesaid and the Series F Exchange Price shall have been paidSecurities Act or any state securities laws. Any REIT Series F D Preferred Stock Shares issued pursuant to this Section 4.10(g) 19.9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of any pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws. The certificates representing the REIT Series D Preferred Shares issued upon exchange of the Series D Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) AND STATE SECURITIES LAWS OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND STATE SECURITIES LAWS AND THE RULES AND REGULATIONS THEREUNDER.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of IncorporationCharter, including the Ownership Owner- ship Limit and the Related Tenant Limit. The exchange of Series F C Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F C Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F C Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx121 West Forsyth Street, Xxxxx Suxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed Xxxx xxxxxxxx xxxx xx xxxmed to have been effected immediately prior to the close of business on the date on which such Series F C Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F C Preferred Stock Shares issued pursuant to this Section 4.10(g) 10 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant ---------------------- to a notice of exchange (the "Series F Exchange NoticeEXCHANGE NOTICE") delivered to the General Partner --------------- by the holder who is exercising such exchange right, by (ia) fax and (iib) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii), such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F B Preferred Units by delivering to each holder of record of Series B Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Exchange Notice, (1) certificates representing the Series B Preferred Stock being issued in exchange for the Series B Preferred Units of such holder being exchanged and (2) a written notice stating (A) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice, (B) the Exchange Price, and (C) that distributions on the Series B Preferred Units will cease to accrue on such exchange date. As a condition to the exchange, the General Partner may require the holders of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F B Preferred Units to make such representations as may be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series B Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any Series F B Preferred Stock issued pursuant to this Section 4.10(g) SECTION 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act of 1933, as amended and relevant state securities or blue sky laws.laws or created by the exchanging holder of Series B Preferred Units. Each Series B Preferred Unit exchanged hereunder for a share of Series B Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series B Preferred Stock is outstanding. The certificates representing the Series B Preferred Shares issued upon exchange of the Series B Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F D Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F D Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F D Exchange Notice and such requested information by delivering certificates, if any, representing such Series F D Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F D Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx 121 West Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange Xxxx xxchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F D Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F D Exchange Price shall have been paid. Any Series F D Preferred Stock issued pursuant to this Section 4.10(g4.8(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (iy) fax and (iiz) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii) hereof, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F B Preferred Units by delivering to each holder of record of Series B Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Exchange Notice, (A) certificates representing the Series B Preferred Stock being issued in exchange for the Series B Preferred Units of such holder being exchanged and (B) a written notice stating (1) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange 97 Notice, (2) the Series B Exchange Price, and (3) that distributions on the Series B Preferred Units will cease to accrue on such exchange date. As a condition to the exchange, the General Partner may require the holders of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F B Preferred Units to make such representations as may be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series B Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any shares of Series F B Preferred Stock issued pursuant to this Section 4.10(g) 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, and shall be delivered free of any pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General PartnerCompany, the Securities Act of 1933, as amended and relevant state securities or blue sky lawslaws or created by the exchanging holder of Series B Preferred Units. Each Series B Preferred Unit exchanged hereunder for a share of Series B Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series B Preferred Stock is outstanding. The certificates representing the Series B Preferred Shares issued upon exchange of the Series B Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER.

Procedure for Exchange. (Ai) Any exchange shall be exercised ---------------------- pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the --------------- General Partner by the holder who is exercising such exchange right, by fax (iif the holder of the Series C Preferred Units shall have provided the Partnership with such holder's fax number) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F C Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F C Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F C Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxxlocated at 0000 X. Xxxxxxxxx Xxxxxxx, Xxxxx 000, XxxxxxxxxxxxXxxxxx, Xxxxxxx Xxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F C Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F C Preferred Stock Shares issued pursuant to this Section 4.10(g) 8 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationDeclaration, the Bylaws of the General PartnerTrust, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of IncorporationCharter, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F B Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F B Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F B Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx121 West Forsyth Street, Xxxxx Suxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed Xxxx xxxxxxxx xxxx xx xxxmed to have been effected immediately prior to the close of business on the date on which such Series F B Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F B Preferred Stock issued pursuant to this Section 4.10(g) 10 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F D Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F D Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F D Exchange Notice and such requested information by delivering certificates, if any, representing such Series F D Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F D Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F D Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F D Exchange Price shall have been paid. Any Series F D Preferred Stock issued pursuant to this Section 4.10(g4.8(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised ---------------------- pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the --------------- General Partner by the holder who is exercising such exchange rightPartners representing at least 51% of the outstanding Series A Preferred Units, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F A Preferred Units, or a specified portion thereof, may be effected after the fifth (5th5/th/) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F A Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F A Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxxlocated at 0000 X. Xxxxxxxx Xxxxxxx, Xxxxx 000Xx Xxxxxxx, Xxxxxxxxxxxx, Xxxxxxx XX 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F A Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any The right to exchange Series F A Preferred Units called for redemption will terminate at the close of business on a redemption date. Notwithstanding anything to the contrary contained herein, any and all Series A Preferred Units to be exchanged for REIT Series A Preferred Stock issued pursuant to this Section 4.10(g) 16.7 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided so exchanged in the Articles of Incorporationa single transaction at one time. As a condition to exchange, the Bylaws General Partner may require the holders of Series A Preferred Units to make such representations as may be reasonably necessary for the General Partner, Partner to establish that the issuance of REIT Series A Preferred Shares pursuant to the exchange shall not be required to be registered under the Securities Act and relevant of 1933, as amended, or any state securities or blue sky laws. The certificates representing the Preferred Shares issued upon exchange of the Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER.

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 Ownership Limitation of the Articles of Incorporation, including the Ownership Limit and the Related Tenant LimitGeneral Partner. The exchange of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F D Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F D Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is located at 000 Xxxx Xxxxxxx Xxxxx Xxxxxxxx Xxxxxx, Xxxxx 0000000, XxxxxxxxxxxxXxxxxxx, Xxxxxxx Xxxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F D Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F Preferred Stock D Exchanged Units issued pursuant to this Section 4.10(gSECTION (h) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles limited partnership agreement or certificate of Incorporation, the Bylaws limited partnership or other relevant organizational documents of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (iy) fax and (iiz) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii) hereof, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F C Preferred Units by delivering to each holder of record of Series C Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Exchange Notice, (A) certificates representing the Series C Preferred Stock being issued in exchange for the Series C Preferred Units of such holder being exchanged and (B) a written notice stating (1) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice, (2) the Series C Exchange Price, and (3) that distributions on the Series C Preferred Units will cease to accrue on such exchange date. As a condition to the exchange, the General Partner may require the holders of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F C Preferred Units to make such representations as may be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series C Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any shares of Series F C Preferred Stock issued pursuant to this Section 4.10(g) 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, and shall be delivered free of any pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General PartnerCompany, the Securities Act of 1933, as amended and relevant state securities or blue sky lawslaws or created by the exchanging holder of Series C Preferred Units. Each Series C Preferred Unit exchanged hereunder for a share of Series C Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series C Preferred Stock is outstanding. The certificates representing the Series C Preferred Shares issued upon exchange of the Series C Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE 116 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange NoticeSERIES C EXCHANGE NOTICE") delivered to the General Partner by the holder who is exercising such exchange right, by (ia) fax and (iib) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F C Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner expiration of the Series F Exchange Notice and such requested information fifteen (15) day period further described in the first sentence of Section 17.9.A(iii), by delivering certificates, if any, representing such Series F C Preferred Units to be exchanged together with, if applicable, with written notice of exchange and a proper an assignment of such Series F C Preferred Units and such opinions of counsel and further assurances further described in Section 17.6.C(i) hereof to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx XxxxxxXxxxx Xxxxxxxx Xxxxx, Xxxxx 0000000, XxxxxxxxxxxxXxxxxxx, Xxxxxxx Xxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F C Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F C Exchange Price shall have been paid. Any Series F C Preferred Stock Shares issued pursuant to this Section 4.10(g) 17.9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles Declaration of IncorporationTrust, the Bylaws of the General PartnerPartner Entity, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised ----------------------- pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by fax (iif the holder of the Series B Preferred Units shall have provided the Partnership with such holder's fax number) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F B Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F B Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F B Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxxlocated at 0000 X. Xxxxxxxxx Xxxxxxx, Xxxxx 000, XxxxxxxxxxxxXxxxxx, Xxxxxxx Xxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F B Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F B Preferred Stock Shares issued pursuant to this Section 4.10(g4.02(d)(viii) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles Declaration of IncorporationTrust, the Bylaws of the General PartnerCompany, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange NoticeSERIES B EXCHANGE NOTICE") delivered to the General Partner by the holder who is exercising such exchange right, by (ia) fax and (iib) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F B Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner expiration of the Series F Exchange Notice and such requested information fifteen (15) day period further described in the first sentence of Section 16.9.A(iii), by delivering certificates, if any, representing such Series F B Preferred Units to be exchanged together with, if applicable, with written notice of exchange and a proper an assignment of such Series F B Preferred Units and such opinions of counsel and further assurances further described in Section 16.6.C(i) hereof to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx XxxxxxXxxxx Xxxxxxxx Xxxxx, Xxxxx 0000000, XxxxxxxxxxxxXxxxxxx, Xxxxxxx Xxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F B Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F B Exchange Price shall have been paid. Any Series F B Preferred Stock Shares issued pursuant to this Section 4.10(g) 16.9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles Declaration of IncorporationTrust, the Bylaws of the General PartnerPartner Entity, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange NoticeEXCHANGE NOTICE") delivered to the General Partner by the holder who is exercising such exchange right, by (ia) fax and (iib) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii), such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F B Preferred Units by delivering to each holder of record of Series B Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Exchange Notice, (1) certificates representing the Series B Preferred Stock being issued in exchange for the Series B Preferred Units of such holder being exchanged and (2) a written notice stating (A) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice, (B) the Exchange Price, and (C) that distributions on the Series B Preferred Units will cease to accrue on such exchange date. As a condition to the exchange, the General Partner may require the holders of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F B Preferred Units to make such representations as may be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series B Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any Series F B Preferred Stock issued pursuant to this Section 4.10(g) SECTION 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act of 1933, as amended and relevant state securities or blue sky laws.laws or created by the exchanging holder of Series B Preferred Units. Each Series B Preferred Unit exchanged hereunder for a share of Series B Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series B Preferred Stock is outstanding. The certificates representing the Series B Preferred Shares issued upon exchange of the Series B Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 7 of the Articles of IncorporationCharter, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F D Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F D Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx located at 900 Xxxxx Xxxxxxxx Xxxxxx, Xxxxx 0000000, XxxxxxxxxxxxXxxxxxx, Xxxxxxx Xxxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F D Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any shares of Series F D Preferred Stock issued pursuant to this Section 4.10(g) 4.2.10.8 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (iy) fax and (iiz) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii) hereof, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F C Preferred Units by delivering to each holder of record of Series C Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Exchange Notice, (A) certificates representing the Series C Preferred Stock being issued in exchange for the Series C Preferred Units of such holder being exchanged and (B) a written notice stating (1) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice, (2) the Series C Exchange Price, and (3) that distributions on the Series C Preferred Units will cease to accrue on such exchange date. As a condition to the exchange, the General Partner may require the holders of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F C Preferred Units to make such representations as may be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series C Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any shares of Series F C Preferred Stock issued pursuant to this Section 4.10(g) 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, and shall be delivered free of any pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General PartnerCompany, the Securities Act of 1933, as amended and relevant state securities or blue sky lawslaws or created by the exchanging holder of Series C Preferred Units. Each Series C Preferred Unit exchanged hereunder for a share of Series C Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series C Preferred Stock is outstanding. The certificates representing the Series C Preferred Shares issued upon exchange of the Series C Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant ---------------------- to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner --------------- by the holder who is exercising such exchange right, by (ia) fax and (iib) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii), such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F C Preferred Units by delivering to each holder of record of Series C Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by the General Partner of the Exchange Notice, (1) certificates representing the Series F C Preferred Stock being issued in exchange for the Series C Preferred Units of such holder being exchanged and (2) a written notice stating (A) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice Notice, (B) the Exchange Price, and (C) that distributions on the Series C Preferred Units will cease to accrue on such requested information by delivering certificatesexchange date. Notwithstanding anything to the contrary contained herein, if any, representing such Series F any and all Preferred Units to be exchanged together withfor REIT Preferred Stock pursuant to this Section 7 shall be so exchanged in a single transaction at one time. As a condition to the exchange, if applicable, written notice the General Partner may require the holders of exchange and a proper assignment of such Series F C Preferred Units to the office of make such representations as may be reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series C Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any Series F C Preferred Stock issued pursuant to this Section 4.10(g) 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act of 1933, as amended and relevant state securities or blue sky laws.laws or created by the exchanging holder of Series C Preferred Units. Each Series C Preferred Unit exchanged hereunder for a share of Series C Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series C Preferred Stock is outstanding. The certificates representing the Series C Preferred Shares issued upon exchange of the Series C Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange NoticeEXCHANGE NOTICE") delivered to the General Partner by the holder who is exercising such exchange right, by (ia) fax and (iib) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii), such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F C Preferred Units by delivering to each holder of record of Series C Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by the General Partner of the Exchange Notice, (1) certificates representing the Series F C Preferred Stock being issued in exchange for the Series C Preferred Units of such holder being exchanged and (2) a written notice stating (A) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice Notice, (B) the Exchange Price, and (C) that distributions on the Series C Preferred Units will cease to accrue on such requested information by delivering certificatesexchange date. Notwithstanding anything to the contrary contained herein, if any, representing such Series F any and all Preferred Units to be exchanged together withfor REIT Preferred Stock pursuant to this Section 7 shall be so exchanged in a single transaction at one time. As a condition to the exchange, if applicable, written notice the General Partner may require the holders of exchange and a proper assignment of such Series F C Preferred Units to the office of make such representations as may be reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series C Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any Series F C Preferred Stock issued pursuant to this Section 4.10(g) 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act of 1933, as amended and relevant state securities or blue sky laws.laws or created by the exchanging holder of Series C Preferred Units. Each Series C Preferred Unit exchanged hereunder for a share of Series C Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series C Preferred Stock is outstanding. The certificates representing the Series C Preferred Shares issued upon exchange of the Series C Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER

Procedure for Exchange. (A) i. Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of IncorporationCharter, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F E Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F E Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F E Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx121 West Forsyth Street, Xxxxx Suxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed Xxxx xxxxxxxx xxxx xx xxemed to have been effected immediately prior to the close of business on the date on which such Series F E Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F E Preferred Stock Shares issued pursuant to this Section 4.10(g) 10 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange NoticeSERIES A EXCHANGE NOTICE") delivered to the General Partner by the holder who is exercising such exchange right, by (iA) fax and (iiB) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F A Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F A Exchange Notice and such requested information by delivering certificates, if any, representing such Series F A Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F A Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is is: Sun Communities, Inc. Suitx 000 00000 Xxxxxxxxxx Xxxx Xxxxxxx XxxxxxXxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx Xxxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F A Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F A Exchange Price shall have been paiddelivered. Any Series F A Preferred Stock issued pursuant to this Section 4.10(g) SECTION 16.9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act of 1933, as amended and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F D Exchange Notice") delivered to the ------------------------ General Partner by the holder who is exercising such Partners representing at least 51% of the outstanding Series D Preferred Units (or by the Series D Contributor in the case of an exchange rightpursuant to the last sentence of Section 19.9.A(i) hereof), by (iA) fax and (iiB) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the The General Partner may reasonably request effect any exchange of Series D Preferred Units, or exercise its option to determine whether cause the Partnership to redeem any portion of the exchange Series D Preferred Units for cash pursuant to Section 19.9.A(ii) or redeem Series D Excess Units pursuant to Section 19.9.A(iii), by the delivering holder will result in the violation to each Holder of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange record of Series F D Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Series D Exchange Notice, (a) if the General Partner elects to cause the Partnership to acquire any of the Series F Exchange Notice D Preferred Units then outstanding, (1) certificates representing the REIT Series D Preferred Shares being issued in exchange for the Series D Preferred Units of such Holder being exchanged and such requested information by delivering certificates(2) a written notice (a "Series D Redemption Notice") stating (A) the -------------------------- redemption date, if any, representing which may be the date of such Series F D Redemption Notice or any other date which is not later than sixty (60) days following the receipt of the Series D Exchange Notice, (B) the redemption price, (C) the place or places where the Series D Preferred Units are to be surrendered and (D) that distributions on the Series D Preferred Units will cease to accrue on such redemption date, or (b) if the General Partner elects to cause the Partnership to redeem all of the Series D Preferred Units then outstanding in exchange for cash, a Series D Redemption Notice. Series D Preferred Units shall be deemed canceled (and any corresponding Partnership Interest represented thereby deemed terminated) on the redemption date. Holders of Series D Preferred Units shall deliver any canceled certificates representing Series D Preferred Units which have been exchanged or redeemed to the office of General Partner (which currently is located at 0000 X. Xxxxxxxx Xxxxxxx, Xx Xxxxxxx, XX 90245) within ten (10) Business Days of the exchange or redemption with respect thereto. Notwithstanding anything to the contrary contained herein, any and all Series D Preferred Units to be exchanged together withfor REIT Series D Preferred Shares pursuant to this Section 19.9 shall be so exchanged in a single transaction at one time. As a condition to exchange, if applicable, written notice the General Partner may require the Holders of exchange and a proper assignment of such Series F D Preferred Units to the office of make such representations as may be reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of REIT Series D Preferred Shares pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner as aforesaid and the Series F Exchange Price shall have been paidSecurities Act or any state securities laws. Any REIT Series F D Preferred Stock Shares issued pursuant to this Section 4.10(g) 19.9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of any pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws. The certificates representing the REIT Series D Preferred Shares issued upon exchange of the Series D Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") AND STATE SECURITIES LAWS OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND STATE SECURITIES LAWS AND THE RULES AND REGULATIONS THEREUNDER.

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail mail, postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 Ownership Limitation of the Articles of Incorporation, including the Ownership Limit and the Related Tenant LimitGeneral Partner. The exchange of Series F C Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days Day following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F C Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F C Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is located at 000 Xxxx Xxxxxxx X. Xxxxxxxx Xxxxxx, Xxxxx 0000000, XxxxxxxxxxxxXxxxxxx, Xxxxxxx XX 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F C Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F Preferred Stock C Exchanged Units issued pursuant to this Section 4.10(gSECTION (h) shall be delivered as shares Series C Exchanged Units which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws limited partnership certificate or limited partnership agreement or other equivalent organizational documents of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (A) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx121 West Forsyth Street, Xxxxx Suxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be Xxxx xxxxxxxx xxxx xx deemed to have been effected immediately prior to the close of business on the date on which such Series F Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F Preferred Stock issued pursuant to this Section 4.10(g) shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange NoticeEXCHANGE NOTICE") delivered to the General Partner by the holder --------------- who is exercising such exchange right, by (i) fax and (ii) by certified mail postage prepaid. Upon request of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of IncorporationCharter, including the Ownership Limit and the Related Tenant Limit. The exchange of Series F A Preferred Units, or a specified portion thereof, may be effected after the fifth (5th5/th/) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F A Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F A Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F A Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F A Preferred Stock Shares issued pursuant to this Section 4.10(g) SECTION 10 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky laws.

Procedure for Exchange. In order to exercise the exchange right provided in Section 5(a) of this Article FIFTH, a holder of shares of Series A Preferred Stock (Aan "Exchanging Holder") Any exchange shall surrender the certificate or certificates representing the shares of Series A Preferred Stock to be exchanged, duly endorsed in blank, to the Secretary of the Corporation, accompanied by written notice addressed to the Corporation specifying the number (in whole shares) of such Exchanging Holder's shares of Series A Preferred Stock evidenced by such certificate or certificates to be exchanged and the name or names in which such Exchanging Holder wishes the certificate or certificates for New HLI Common Stock to be issued; in case such notice shall specify that New HLI Common Stock be issued in a name or names other than that of such Exchanging Holder, such notice shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, accompanied by (i) fax a duly executed instrument of transfer satisfactory to the Corporation and sufficient to transfer such shares of Series A Preferred Stock to the Corporation free of any adverse interest and (ii) by certified mail postage prepaidpayment of all transfer or similar taxes (or evidence reasonably satisfactory to the Corporation demonstrating that such taxes have been paid or are not payable) payable upon the issuance of New HLI Common Stock in such name or names. Upon request As promptly as practicable after the surrender of such shares of Series A Preferred Stock as aforesaid, but in any event not later than the fifth business day after such surrender, the Corporation shall deliver or cause to be delivered to any Exchanging Holder, or such other person upon the written order of such Exchanging Holder, a certificate or certificates for the number of whole shares of New HLI Common Stock issuable upon the exchange of such shares of Series A Preferred Stock in accordance with the provisions hereof and any cash payment in lieu of any fractional shares of New HLI Common Stock, as provided in Section 5(c) of this Article FIFTH. The Corporation shall issue certificates for the balance of any remaining shares of Series A Preferred Stock in any case in which fewer than all of the General Partner, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The exchange shares of Series F Preferred Units, or a specified portion thereof, may be effected after the fifth (5th) Business Days following receipt by the General Partner of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F Preferred Units to be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior to the close of business on the date on which such Series F Preferred Units to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by the General Partner as aforesaid and the Series F Exchange Price shall have been paid. Any Series F A Preferred Stock issued pursuant to this Section 4.10(g) shall be delivered as shares which represented by a certificate are duly authorized, validly issued, fully paid and nonassessable, free of pledge, lien, encumbrance or restriction other than those provided in the Articles of Incorporation, the Bylaws of the General Partner, the Securities Act and relevant state securities or blue sky lawsexchanged.

Procedure for Exchange. (Ai) Any exchange shall be exercised pursuant to a notice of exchange (the "Series F Exchange Notice") delivered to the General Partner by the holder who is exercising such exchange right, by (iy) fax and (iiz) by certified mail postage prepaid. Upon request of the General PartnerExcept as otherwise provided in Sections 9(a)(ii) and 9(a)(iii) hereof, such holder delivering the Series F Exchange Notice shall provide to the General Partner in writing such information as the General Partner may reasonably request to determine whether any portion of the exchange by the delivering holder will result in the violation of the restrictions of Article 5 of the Articles of Incorporation, including the Ownership Limit and the Related Tenant Limit. The Partnership shall effect any exchange of Series F B Preferred Units by delivering to each holder of record of Series B Preferred Units, or a specified portion thereof, may be effected after the fifth within ten (5th10) Business Days following receipt by of the Exchange Notice, (A) certificates representing the Series B Preferred Stock being issued in exchange for the Series B Preferred Units of such holder being exchanged and (B) a written notice stating (1) the exchange date, which may be the date of such written notice or any other date which is not later than fifteen (15) Business Days following the receipt of the Exchange Notice, (2) the Series B Exchange Price, and (3) that distributions on the Series B Preferred Units will cease to accrue on such exchange date. As a condition to the exchange, the General Partner may require the holders of the Series F Exchange Notice and such requested information by delivering certificates, if any, representing such Series F B Preferred Units to make such representations as may be exchanged together with, if applicable, written notice of exchange and a proper assignment of such Series F Preferred Units to the office of reasonably necessary for the General Partner maintained for such purpose. Currently, such office is 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxxxx, Xxxxxxx 00000. Each exchange will be deemed to have been effected immediately prior establish that the issuance of Series B Preferred Stock pursuant to the close of business on the date on which such Series F Preferred Units exchange shall not be required to be exchanged (together with all required documentation) shall have been surrendered and notice shall have been received by registered under the General Partner Securities Act of 1933, as aforesaid and the Series F Exchange Price shall have been paidamended, or any state securities laws. Any shares of Series F B Preferred Stock issued pursuant to this Section 4.10(g) 9 shall be delivered as shares which are duly authorized, validly issued, fully paid and nonassessable, and shall be delivered free of any pledge, lien, encumbrance or restriction other than those provided in the Articles of IncorporationCharter, the Bylaws of the General PartnerCompany, the Securities Act of 1933, as amended and relevant state securities or blue sky lawslaws or created by the exchanging holder of Series B Preferred Units. Each Series B Preferred Unit exchanged hereunder for a share of Series B Preferred Stock shall be transferred to and acquired by the General Partner and shall not be canceled or redeemed while such share of Series B Preferred Stock is outstanding. The certificates representing the Series B Preferred Shares issued upon exchange of the Series B Preferred Units shall contain the following legend: THE SHARES REPRESENTED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED, SOLD, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR (B) IF THE CORPORATION HAS BEEN FURNISHED WITH A SATISFACTORY OPINION OF COUNSEL FOR THE HOLDER OF THE SHARES REPRESENTED HEREBY, OR OTHER EVIDENCE SATISFACTORY TO THE CORPORATION, THAT SUCH TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION IS EXEMPT FROM THE PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS THEREUNDER.