Common use of Procedures of Redemption Clause in Contracts

Procedures of Redemption. (1) Notice of redemption will be mailed by the Partnership to the holder of the Series D Preferred Partnership Units to be redeemed not less than 30 days nor more than 60 days prior to the Redemption Date at the address set forth in the Partnership's records. Any notice mailed in the manner provided herein shall be conclusively presumed to have been given on the date mailed whether or not the holder received the notice. In addition to any information required by law, such notice shall state: (a) the Redemption Date; (b) the Redemption Price; and (c) that distributions on the units to be redeemed will cease to accumulate on the Redemption Date. (2) If notice has been mailed in accordance with subparagraph (1) above and provided that on or before the Redemption Date specified in such notice all funds necessary for such redemption shall have been irrevocably set aside by the Partnership, separate and apart from its other funds in trust for the benefit of the holder of the Series D Preferred Partnership Units so called for redemption, so as to be, and to continue to be available therefor, then, from and after the Redemption Date, distributions on the Series D Preferred Partnership Units so called for redemption shall cease to accumulate, and said units shall no longer be deemed to be outstanding and shall not have the status of Series D Preferred Partnership Units and all rights of the holder thereof as a partner of the Partnership (except the right to receive the Redemption Price) shall cease. Upon surrender, in accordance with such notice, of the Series D Preferred Partnership Units so redeemed, such Series D Preferred Partnership Units shall be redeemed by the Partnership at the Redemption Price. (3) Any funds deposited with a bank or trust company for the purpose of redeeming Series D Preferred Partnership Units shall be irrevocably deposited except that: (i) the Partnership shall be entitled to receive from such bank or trust company the interest or other earnings, if any, earned on any money so deposited in trust, and the holder of any Series D Preferred Partnership Units redeemed shall have no claim to such interest or other earnings; and (ii) any balance of monies so deposited by the Partnership and unclaimed by the holder of the Series D Preferred Partnership Units entitled thereto at the expiration of two years from the applicable Redemption Date shall be repaid, together with any interest or other earnings earned thereon, to the Partnership, and after any such repayment, the holder of the units entitled to the funds so repaid to the Partnership shall look only to the Partnership for payment without interest or other earnings. (4) Except as otherwise provided herein, unless full accumulated distributions on all Series D Preferred Partnership Units and any other class or series of Parity Partnership Units shall have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof set apart for payment for all past Quarterly Distribution Periods and the then current Quarterly Distribution Period, no Series D Preferred Partnership Units or Parity Partnership Units shall be redeemed or purchased or otherwise acquired directly or indirectly. (5) If the Redemption Date is after a Record Date and before the related Quarterly Distribution Date, the distribution payable on such Quarterly Distribution Date shall be paid on the Redemption Date to the holder in whose name the Series D Preferred Partnership Units to be redeemed are registered at the close of business on such Record Date notwithstanding the redemption thereof between such Record Date and the related Quarterly Distribution Date.

Procedures of Redemption. (1i) Notice of redemption will be mailed by the Partnership to the holder of the Series D Preferred Partnership Units to be redeemed not less than 30 days nor more than 60 days prior to the Redemption Date at the address set forth in the Partnership's records. Any notice mailed in the manner provided herein shall be conclusively presumed to have been given on the date mailed whether or not the holder received the notice. In addition to any information required by law, such notice shall state: (a) the Redemption Date; (b) the Redemption Price; and (c) that distributions on the units to be redeemed will cease to accumulate on the Redemption Date. (2) If notice has been mailed in accordance with subparagraph (1) above and provided Provided that on or before the Series B Redemption Date specified in such notice all funds necessary for such the redemption by the General Partner of the associated Series B Preferred Shares shall have been irrevocably set aside by the General Partner or the Partnership, separate and apart from its other funds in trust for the pro rata benefit of the General Partner as holder of the Series D B Preferred Partnership Units so called for redemptionto be redeemed, so as to be, and to continue to be available therefor, then, from and after the Series B Redemption Date, distributions Distributions on the Series D B Preferred Partnership Units so called for redemption to be redeemed shall cease to accumulate, and said units Series B Preferred Units shall no longer be deemed to be outstanding and shall not have the status of Series D B Preferred Partnership Units and all rights of the General Partner as the holder thereof as a partner of the Partnership (except the right to receive the Series B Redemption Price) shall cease. Upon surrender, in accordance with such notice, surrender of the certificates for any Series D B Preferred Partnership Units so redeemedredeemed (properly endorsed or assigned for transfer, if the Partnership shall so require), such Series D B Preferred Partnership Units shall be redeemed by the Partnership at the Series B Redemption Price. In case fewer than all the Series B Preferred Units represented by any such certificate are redeemed, a new certificate or certificates shall be issued representing the unredeemed Series B Preferred Units without cost to the General Partner as holder thereof. (3ii) Any funds deposited with a bank or trust company for the purpose of redeeming Series D B Preferred Partnership Units shall be irrevocably deposited irrevocable except that: (iA) the Partnership or the General Partner, as the case may be, as depositor of the funds shall be entitled to receive from such bank or trust company the interest or other earnings, if any, earned on any money so deposited in trust, and the General Partner as holder of any Series D B Preferred Partnership Units redeemed shall have no claim to such interest or other earnings; and and (iiB) any balance of monies so deposited by the Partnership and unclaimed by the General Partner as holder of the Series D B Preferred Partnership Units entitled thereto at the expiration of two years from the applicable Series B Redemption Date shall be repaid, together with any interest or other earnings earned thereon, to the Partnership, and after any such repayment, the General Partner as holder of the units any Series B Preferred Units entitled to the funds so repaid to the Partnership shall look only to the Partnership for payment without interest or other earnings. (4iii) Except as otherwise provided herein, unless Unless full accumulated distributions Distributions on all Series D B Preferred Partnership Units and any other class or series of Parity Partnership Units shall have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof set apart for payment for all past Quarterly Distribution Periods and the then current Quarterly Distribution Period, no Series D B Preferred Partnership Units or Parity Partnership Units shall be redeemed or purchased or otherwise acquired directly or indirectlyindirectly (except by conversion into or exchange for Junior Units); provided, however, that the foregoing shall not prevent the redemption of Series B Preferred Units pursuant to this Section 4.14 or the purchase or acquisition of Series B Preferred Units pursuant to a purchase or exchange offer made to the General Partner as the sole holder of all outstanding Series B Preferred Units. (5iv) If the Series B Redemption Date is after a Record Date record date for payment of dividends on the Series B Preferred Shares and before the related Quarterly Distribution Date, the distribution Distribution payable on such Quarterly Distribution Date shall be paid on the Redemption Date to the holder in whose name the Series D Preferred Partnership Units to be redeemed are registered at the close of business on such Record Date General Partner notwithstanding the redemption thereof of the Series B Preferred Units between such Record Date record date and the related Quarterly Distribution DateDate or the Partnership's default in the payment of the Distribution due.

Procedures of Redemption. (1i) Notice The General Partner shall provide the Partnership with a copy of any notice of redemption will be mailed given by the Partnership General Partner pursuant to Section (e)(2)(i) of Exhibit I to its Second Amended and Restated Articles of Incorporation, as amended. No failure to give such notice or any defect therein or in the holder mailing thereof shall affect the validity of the proceedings for the redemption of any Series D I Preferred Partnership Units to be redeemed not less than 30 days nor more than 60 days prior to the Redemption Date at the address set forth in the Partnership's records. Any notice mailed in the manner provided herein shall be conclusively presumed to have been given on the date mailed whether or not the holder received the notice. In addition to any information required by law, such notice shall state: (a) the Redemption Date; (b) the Redemption Price; and (c) that distributions on the units to be redeemed will cease to accumulate on the Redemption DateUnits. (2ii) If notice has been mailed by the General Partner in accordance with subparagraph Section (1e)(2)(i) above of Exhibit I to its Second Amended and Restated Articles of Incorporation, as amended, and provided that on or before the Series I Redemption Date specified in such notice all funds necessary for such redemption shall have been irrevocably set aside by the Partnership, separate and apart from its other funds in trust for the pro rata benefit of the holder holders of the Series D I Preferred Partnership Units so called for redemption, so as to be, and to continue to be available therefor, then, from and after the Series I Redemption Date, distributions Distributions on the Series D I Preferred Partnership Units so called for redemption shall cease to accumulate, and said units shall no longer be deemed to be outstanding and shall not have the status of Series D I Preferred Partnership Units and all rights of the General Partner as holder thereof as a partner of the Partnership (except the right to receive the Series I Redemption Price) shall cease. Upon surrender, in accordance with such notice, of the certificates for any Series D I Preferred Partnership Units so redeemedredeemed (properly endorsed or assigned for transfer, if the Partnership shall so require and the notice shall so state), such Series D I Preferred Partnership Units shall be redeemed by the Partnership at the Series I Redemption Price. In case fewer than all the Series I Preferred Units represented by any such certificate are redeemed, a new certificate or certificates shall be issued representing the unredeemed Series I Preferred Units without cost to the holder thereof. (3iii) Any funds deposited with a bank or trust company for the purpose of redeeming Series D I Preferred Partnership Units shall be irrevocably deposited irrevocable except that: (iA) the Partnership or the General Partner, as the case may be, shall be entitled to receive from such bank or trust company the interest or other earnings, if any, earned on any money so deposited in trust, and the holder of any Series D Preferred Partnership Units redeemed shall have no claim to such interest or other earnings; and and (iiB) any balance of monies so deposited by the Partnership and unclaimed by the General Partner, as holder of the Series D I Preferred Partnership Units entitled thereto at the expiration of two years from the applicable Series I Redemption Date shall be repaid, together with any interest or other earnings earned thereon, to the Partnership, and after any such repayment, the General Partner as holder of the units entitled to the funds so repaid to the Partnership shall look only to the Partnership for payment without interest or other earnings. (4iv) Except as otherwise provided herein, unless No Series I Preferred Units may be redeemed except from proceeds from the sale or other issuance of other equity interests of the Partnership. (v) Unless full accumulated distributions on all Series D I Preferred Partnership Units and any other class or series of Parity Partnership Units shall have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof set apart for payment for all past Quarterly Distribution Periods and the then current Quarterly Distribution Period, no Series D I Preferred Partnership Units or Parity Partnership Units shall be redeemed or purchased or otherwise acquired directly or indirectly. indirectly by the Partnership or any subsidiary of the Partnership (5except by conversion into or exchange for Fully Junior Units) If and no preferred units of the Partnership shall be redeemed unless all outstanding Series I Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the redemption of Series I Preferred Units to preserve the REIT status of the General Partner or the purchase or acquisition of Series I Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series I Preferred Units. Notwithstanding the foregoing, in the case of a Redemption Date is after a Record Date and before Request (as defined below) which has not been fulfilled at the related Quarterly Distribution Datetime the General Partner gives notice of its election to redeem all or any Series I Preferred Shares, the distribution payable on Series I Preferred Units which are the subject of such Quarterly Distribution Date pending Redemption Request shall be paid on the Redemption Date redeemed prior to the holder in whose name the any other Series D I Preferred Partnership Units to be redeemed are registered at the close of business on such Record Date notwithstanding the redemption thereof between such Record Date and the related Quarterly Distribution DateUnits.

Procedures of Redemption. (1) Notice of redemption will be mailed by the Partnership to the holder of the Series D C Preferred Partnership Units to be redeemed not less than 30 5 days nor more than 60 30 days prior to the Redemption Date at the address set forth in the Partnership's records. Any notice mailed in the manner provided herein shall be conclusively presumed to have been given on the date mailed whether or not the holder received the notice. In addition to any information required by law, such notice shall state: (a) the Redemption Date; (b) the Redemption Price; and (c) that distributions on the units to be redeemed will cease to accumulate on the Redemption Date. (2) If notice has been mailed in accordance with subparagraph (1) above and provided that on or before the Redemption Date specified in such notice all funds necessary for such redemption shall have been irrevocably set aside by the Partnership, separate and apart from its other funds in trust for the benefit of the holder of the Series D C Preferred Partnership Units so called for redemption, so as to be, and to continue to be available therefor, then, from and after the Redemption Date, distributions on the Series D C Preferred Partnership Units so called for redemption shall cease to accumulate, and said units shall no longer be deemed to be outstanding and shall not have the status of Series D C Preferred Partnership Units and all rights of the holder thereof as a partner of the Partnership (except the right to receive the Redemption Price) shall cease. Upon surrender, in accordance with such notice, of the Series D C Preferred Partnership Units so redeemed, such Series D C Preferred Partnership Units shall be redeemed by the Partnership at the Redemption Price. (3) Any funds deposited with a bank or trust company for the purpose of redeeming Series D C Preferred Partnership Units shall be irrevocably deposited except that: (ia) the Partnership shall be entitled to receive from such bank or trust company the interest or other earnings, if any, earned on any money so deposited in trust, and the holder of any Series D C Preferred Partnership Units redeemed shall have no claim to such interest or other earnings; and (iib) any balance of monies so deposited by the Partnership and unclaimed by the holder of the Series D C Preferred Partnership Units entitled thereto at the expiration of two years from the applicable Redemption Date shall be repaid, together with any interest or other earnings earned thereon, to the Partnership, and after any such repayment, the holder of the units entitled to the funds so repaid to the Partnership shall look only to the Partnership for payment without interest or other earnings. (4) Except as otherwise provided herein, unless Unless full accumulated distributions on all Series D C Preferred Partnership Units and any other class or series of Parity Partnership Units shall have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof set apart for payment for all past Quarterly Distribution Periods and the then current Quarterly Distribution Period, no Series D C Preferred Partnership Units or Parity Partnership Units shall be redeemed or purchased or otherwise acquired directly or indirectly; provided, however, that the foregoing provision shall not restrict or otherwise adversely affect the rights of the holder of the Series C Preferred Partnership Units under Section 6 hereof. (5) If the Redemption Date is after a Record Date and before the related Quarterly Distribution Date, the distribution payable on such Quarterly Distribution Date shall be paid on the Redemption Date to the holder in whose name the Series D C Preferred Partnership Units to be redeemed are registered at the close of business on such Record Date notwithstanding the redemption thereof between such Record Date and the related Quarterly Distribution Date.

Procedures of Redemption. (1i) Notice The General Partner shall provide the Partnership with a copy of any notice of redemption will be mailed given by the Partnership General Partner pursuant to Section 6.08(e)(2)(i) of its Articles of Incorporation, as amended. No failure to give such notice or any defect therein or in the holder mailing thereof shall affect the validity of the proceedings for the redemption of any Series D Preferred Partnership Units to be redeemed not less than 30 days nor more than 60 days prior to the Redemption Date at the address set forth in the Partnership's records. Any notice mailed in the manner provided herein shall be conclusively presumed to have been given on the date mailed whether or not the holder received the notice. In addition to any information required by law, such notice shall state: (a) the Redemption Date; (b) the Redemption Price; and (c) that distributions on the units to be redeemed will cease to accumulate on the Redemption DateUnits. (2ii) If notice has been mailed by the General Partner in accordance with subparagraph (1Section 6.08(e)(2)(i) above of its Articles of Incorporation, as amended, and provided that on or before the Series D Redemption Date specified in such notice all funds necessary for such redemption shall have been irrevocably set aside by the Partnership, separate and apart from its other funds in trust for the pro rata benefit of the holder holders of the Series D Preferred Partnership Units so called for redemption, so as to be, and to continue to be available therefor, then, from and after the Series D Redemption Date, distributions Distributions on the Series D Preferred Partnership Units so called for redemption shall cease to accumulate, and said units shall no longer be deemed to be outstanding and shall not have the status of Series D Preferred Partnership Units and all rights of the General Partner as holder thereof as a partner of the Partnership (except the right to receive the Series D Redemption Price) shall cease. Upon surrender, in accordance with such notice, of the certificates for any Series D Preferred Partnership Units so redeemedredeemed (properly endorsed or assigned for transfer, if the Partnership shall so require and the notice shall so state), such Series D Preferred Partnership Units shall be redeemed by the Partnership at the Series D Redemption Price. In case fewer than all the Series D Preferred Units represented by any such certificate are redeemed, a new certificate or certificates shall be issued representing the unredeemed Series D Preferred Units without cost to the holder thereof. (3iii) Any funds deposited with a bank or trust company for the purpose of redeeming Series D Preferred Partnership Units shall be irrevocably deposited irrevocable except that: (iA) the Partnership or the General Partner, as the case may be, shall be entitled to receive from such bank or trust company the interest or other earnings, if any, earned on any money so deposited in trust, and the holder of any Series D Preferred Partnership Units redeemed shall have no claim to such interest or other earnings; and and (iiB) any balance of monies so deposited by the Partnership and unclaimed by the General Partner, as holder of the Series D Preferred Partnership Units entitled thereto at the expiration of two years from the applicable Series D Redemption Date shall be repaid, together with any interest or other earnings earned thereon, to the Partnership, and after any such repayment, the General Partner as holder of the units entitled to the funds so repaid to the Partnership shall look only to the Partnership for payment without interest or other earnings. (4iv) Except as otherwise provided herein, unless No Series D Preferred Units may be redeemed except from proceeds from the sale or other issuance of other equity interests of the Partnership. (v) Unless full accumulated distributions on all Series D Preferred Partnership Units and any other class or series of Parity Partnership Units shall have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof set apart for payment for all past Quarterly Distribution Periods and the then current Quarterly Distribution Period, no Series D Preferred Partnership Units or Parity Partnership Units shall be redeemed or purchased or otherwise acquired directly or indirectly. indirectly by the Partnership or any subsidiary of the Partnership (5except by conversion into or exchange for Junior Units) If and no preferred units of the Redemption Date is after a Record Date and before the related Quarterly Distribution Date, the distribution payable on such Quarterly Distribution Date Partnership shall be paid redeemed unless all outstanding Series D Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the redemption of Series D Preferred Units to preserve the REIT status of the General Partner or the purchase or acquisition of Series D Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series D Preferred Units. Notwithstanding the foregoing, in the case of a Redemption Date Request (as defined below) which has not been fulfilled at the time the General Partner gives notice of its election to the holder in whose name redeem all or any Series D Preferred Shares, the Series D Preferred Partnership Units to which are the subject of such pending Redemption Request shall be redeemed are registered at the close of business on such Record Date notwithstanding the redemption thereof between such Record Date and the related Quarterly Distribution Dateprior to any other Series D Preferred Units.

Procedures of Redemption. (1i) Notice The General Partner shall provide the Partnership with a copy of any notice of redemption will be mailed given by the Partnership General Partner pursuant to Section 6.09(e)(2)(i) of its Articles of Incorporation, as amended. No failure to give such notice or any defect therein or in the holder mailing thereof shall affect the validity of the proceedings for the redemption of any Series D E Preferred Partnership Units to be redeemed not less than 30 days nor more than 60 days prior to the Redemption Date at the address set forth in the Partnership's records. Any notice mailed in the manner provided herein shall be conclusively presumed to have been given on the date mailed whether or not the holder received the notice. In addition to any information required by law, such notice shall state: (a) the Redemption Date; (b) the Redemption Price; and (c) that distributions on the units to be redeemed will cease to accumulate on the Redemption DateUnits. (2ii) If notice has been mailed by the General Partner in accordance with subparagraph (1Section 6.09(e)(2)(i) above of its Articles of Incorporation, as amended, and provided that on or before the Series E Redemption Date specified in such notice all funds necessary for such redemption shall have been irrevocably set aside by the Partnership, separate and apart from its other funds in trust for the pro rata benefit of the holder holders of the Series D E Preferred Partnership Units so called for redemption, so as to be, and to continue to be available therefor, then, from and after the Series E Redemption Date, distributions Distributions on the Series D E Preferred Partnership Units so called for redemption shall cease to accumulate, and said units shall no longer be deemed to be outstanding and shall not have the status of Series D E Preferred Partnership Units and all rights of the General Partner as holder thereof as a partner of the Partnership (except the right to receive the Series E Redemption Price) shall cease. Upon surrender, in accordance with such notice, of the certificates for any Series D E Preferred Partnership Units so redeemedredeemed (properly endorsed or assigned for transfer, if the Partnership shall so require and the notice shall so state), such Series D E Preferred Partnership Units shall be redeemed by the Partnership at the Series E Redemption Price. In case fewer than all the Series E Preferred Units represented by any such certificate are redeemed, a new certificate or certificates shall be issued representing the unredeemed Series E Preferred Units without cost to the holder thereof. (3iii) Any funds deposited with a bank or trust company for the purpose of redeeming Series D E Preferred Partnership Units shall be irrevocably deposited irrevocable except that: (iA) the Partnership or the General Partner, as the case may be, shall be entitled to receive from such bank or trust company the interest or other earnings, if any, earned on any money so deposited in trust, and the holder of any Series D Preferred Partnership Units redeemed shall have no claim to such interest or other earnings; and and (iiB) any balance of monies so deposited by the Partnership and unclaimed by the General Partner, as holder of the Series D E Preferred Partnership Units entitled thereto at the expiration of two years from the applicable Series E Redemption Date shall be repaid, together with any interest or other earnings earned thereon, to the Partnership, and after any such repayment, the General Partner as holder of the units entitled to the funds so repaid to the Partnership shall look only to the Partnership for payment without interest or other earnings. (4iv) Except as otherwise provided herein, unless No Series E Preferred Units may be redeemed except from proceeds from the sale or other issuance of other equity interests of the Partnership. (v) Unless full accumulated distributions on all Series D E Preferred Partnership Units and any other class or series of Parity Partnership Units shall have been or contemporaneously are declared and paid or declared and a sum sufficient for the payment thereof set apart for payment for all past Quarterly Distribution Periods and the then current Quarterly Distribution Period, no Series D E Preferred Partnership Units or Parity Partnership Units shall be redeemed or purchased or otherwise acquired directly or indirectly. indirectly by the Partnership or any subsidiary of the Partnership (5except by conversion into or exchange for Junior Units) If and no preferred units of the Partnership shall be redeemed unless all outstanding Series E Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the redemption of Series E Preferred Units to preserve the REIT status of the General Partner or the purchase or acquisition of Series E Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series E Preferred Units. Notwithstanding the foregoing, in the case of a Redemption Date is after a Record Date and before Request (as defined below) which has not been fulfilled at the related Quarterly Distribution Datetime the General Partner gives notice of its election to redeem all or any Series E Preferred Shares, the distribution payable on Series E Preferred Units which are the subject of such Quarterly Distribution Date pending Redemption Request shall be paid on the Redemption Date redeemed prior to the holder in whose name the any other Series D E Preferred Partnership Units to be redeemed are registered at the close of business on such Record Date notwithstanding the redemption thereof between such Record Date and the related Quarterly Distribution DateUnits.