Common use of Redemption by the Partnership Clause in Contracts

Redemption by the Partnership. (i) Except as provided below, the Series C Preferred Units are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in part, for cash, at a redemption price of Twenty-five Dollars ($25.00) per share, plus all accumulated and unpaid distributions on such Series C Preferred Units to the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided below. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless full cumulative distributions on all Series C Preferred Units shall have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution period, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any Series C Preferred Units (except by conversion into or exchange for Partnership Interests ranking junior to the Series C Preferred Units as to distributions and upon liquidation; provided, however, that the foregoing shall not prevent any purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series C Preferred Units.) (iv) Immediately prior to any redemption of Series C Preferred Units, the Partnership shall pay, in cash, any accumulated and unpaid distributions through the redemption date, unless a redemption date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of Series C Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on Series C Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the Series C Preferred Units to be redeemed at their respective addresses as they appear on the transfer records of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not given. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number of Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his Series C Preferred Units to the Partnership at the place designated in the notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order of the person whose name appears on such assignment or certificate representing Series C Preferred Units as the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all the units represented by any such certificate representing Series C Preferred Units are to be redeemed, a new certificate, as applicable, shall be issued representing the unredeemed shares. (d) From and after the redemption date (unless the Partnership defaults in payment of the redemption price), all distributions on the Series C Preferred Units designated for redemption in such notice shall cease to accumulate and all rights of the holders thereof, except the right to receive the redemption price thereof (including all accumulated and unpaid distributions up to the redemption date), shall cease and terminate and such units shall not thereafter be transferred (except with the consent of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the Series C Preferred Units so called for redemption in trust for the holders thereof with a bank or trust company, in which case the redemption notice to holders of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the Partnership.

Redemption by the Partnership. (i) Except i. After March 31, 2018 but prior to March 31, 2021, if and when AH4R exercises its option to redeem [ ]% Series C Participating Preferred Shares as provided belowin Section 7(a)(i) of the Articles Supplementary, the Partnership will redeem all but not less than all of the [ ]% Series C Participating Preferred Units (no partial redemptions are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in partpermitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time on or after March 31, 2021, if and when AH4R exercises its option to redeem [ ]% Series C Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the [ ]% Series C Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended December 31, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the [ ]% Series C Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all [ ]% Series C Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any [ ]% Series C Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of [ ]% Series C Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of [ ]% Series C Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding [ ]% Series C Participating Preferred Units.) (iv) . Immediately prior to any redemption of [ ]% Series C Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date[ ]% Series C Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of [ ]% Series C Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on [ ]% Series C Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the [ ]% Series C Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the PartnershipArticles Supplementary. vi. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity Holders of the proceedings for the redemption of any [ ]% Series C Preferred Units except as to the holder to whom notice was defective or not given. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number of Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his [ ]% Series C Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such [ ]% Series C Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing [ ]% Series C Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing [ ]% Series C Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such [ ]% Series C Participating Preferred Units, such [ ]% Series C Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such [ ]% Series C Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the [ ]% Series C Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All [ ]% Series C Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except i. After April 24, 2022, if and when AH4R exercises its option to redeem Series F Preferred Shares as provided belowin paragraph 6(a)(i) of the Articles Supplementary, the Series C Preferred Units are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, Partnership may redeem some or all of the Series C F Preferred Units, in whole or in part, for cash, at a redemption price of Twenty-five Dollars ($25.00) per share, plus all accumulated and unpaid distributions on such Series C Preferred Units equal to the Liquidation Preference to, but excluding, the date of such fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided below. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all Series C F Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any Series C F Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of Series F Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of Series C F Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series C F Preferred Units.) (iv) iii. Immediately prior to any redemption of Series C F Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption dateSeries F Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of Series C F Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on Series C F Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) iv. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the Series C F Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in paragraph 6(a)(ii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number v. Holders of Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C F Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his Series C F Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such Series F Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing Series C F Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing Series C F Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such Series C F Preferred Units, such Series F Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such Series F Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the Series C F Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vi. All Series F Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except i. After September 30, 2017 but prior to September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series A Participating Preferred Shares as provided belowin Section 7(a)(i) of the Articles Supplementary, the Partnership will redeem all but not less than all of the 5.000% Series C A Participating Preferred Units (no partial redemptions are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in partpermitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time on or after September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series A Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the 5.000% Series A Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended June 30, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the 5.000% Series C A Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all 5.000% Series C A Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any 5.000% Series C A Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of 5.000% Series A Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of 5.000% Series C A Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding 5.000% Series C A Participating Preferred Units.) (iv) . Immediately prior to any redemption of 5.000% Series C A Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date5.000% Series A Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of 5.000% Series C A Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on 5.000% Series C A Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the 5.000% Series C A Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number vi. Holders of 5.000% Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C A Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his 5.000% Series C A Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such 5.000% Series A Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing 5.000% Series C A Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing 5.000% Series C A Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such 5.000% Series C A Participating Preferred Units, such 5.000% Series A Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such 5.000% Series A Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the 5.000% Series C A Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All 5.000% Series A Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except i. After September 30, 2017 but prior to September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series B Participating Preferred Shares as provided belowin Section 7(a)(i) of the Articles Supplementary, the Partnership will redeem all but not less than all of the 5.000% Series C B Participating Preferred Units (no partial redemptions are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in partpermitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time on or after September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series B Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the 5.000% Series B Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended June 30, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the 5.000% Series C B Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all 5.000% Series C B Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any 5.000% Series C B Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of 5.000% Series B Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of 5.000% Series C B Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding 5.000% Series C B Participating Preferred Units.) (iv) . Immediately prior to any redemption of 5.000% Series C B Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date5.000% Series B Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of 5.000% Series C B Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on 5.000% Series C B Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the 5.000% Series C B Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number vi. Holders of 5.000% Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C B Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his 5.000% Series C B Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such 5.000% Series B Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing 5.000% Series C B Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing 5.000% Series C B Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such 5.000% Series C B Participating Preferred Units, such 5.000% Series B Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such 5.000% Series B Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the 5.000% Series C B Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All 5.000% Series B Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except i. After March 31, 2018 but prior to March 31, 2021, if and when AH4R exercises its option to redeem 5.500% Series C Participating Preferred Shares as provided belowin Section 7(a)(i) of the Articles Supplementary, the Partnership will redeem all but not less than all of the 5.500% Series C Participating Preferred Units (no partial redemptions are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in partpermitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time on or after March 31, 2021, if and when AH4R exercises its option to redeem 5.500% Series C Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the 5.500% Series C Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended December 31, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the 5.500% Series C Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all 5.500% Series C Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any 5.500% Series C Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of 5.500% Series C Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of 5.500% Series C Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding 5.500% Series C Participating Preferred Units.) (iv) . Immediately prior to any redemption of 5.500% Series C Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date5.500% Series C Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of 5.500% Series C Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on 5.500% Series C Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the 5.500% Series C Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the PartnershipArticles Supplementary. vi. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity Holders of the proceedings for the redemption of any 5.500% Series C Preferred Units except as to the holder to whom notice was defective or not given. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number of Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his 5.500% Series C Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such 5.500% Series C Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing 5.500% Series C Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing 5.500% Series C Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such 5.500% Series C Participating Preferred Units, such 5.500% Series C Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such 5.500% Series C Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the 5.500% Series C Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All 5.500% Series C Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except as provided below, the Series C F Preferred Units are not redeemable prior to January 1, 20212016. At any time during the period from January 1, 2016 to On and including December 31after , 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C F Preferred Units, in whole or in partpart from time to time, for cash, at a redemption price of TwentyTWENTY-five Dollars FIVE DOLLARS ($25.0025) per share, plus all accumulated and unpaid distributions on such Series C F Preferred Units to the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided below. (ii) If fewer than all of the outstanding Series C F Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C F Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless full cumulative distributions on all Series C F Preferred Units shall have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C F Preferred Units shall be redeemed unless all outstanding Series C F Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C F Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C F Preferred Units. In addition, unless full cumulative distributions on all Series C F Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution period, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any Series C F Preferred Units (except by conversion into or exchange for Partnership Interests ranking junior to the Series C F Preferred Units as to distributions and upon liquidation; provided, however, that the foregoing shall not prevent any purchase or acquisition of Series C F Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series C F Preferred Units.) (iv) Immediately prior to any redemption of Series C F Preferred Units, the Partnership shall pay, in cash, any accumulated and unpaid distributions through the redemption date, unless a redemption date falls after a Series C F Preferred Unit Distribution Record Date and prior to the corresponding Series C F Preferred Unit Distribution Payment Date, in which case each holder of Series C F Preferred Units at the close of business on such Series C F Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C F Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior periods) notwithstanding the redemption of such units before such Series C F Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on Series C F Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the Series C F Preferred Units to be redeemed at their respective addresses as they appear on the transfer records of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C F Preferred Units except as to the holder to whom notice was defective or not given. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number of Series C F Preferred Units to be redeemed; (D) the place or places where the Series C F Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C F Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C F Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C F Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C F Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his Series C F Preferred Units to the Partnership at the place designated in the notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order of the person whose name appears on such assignment or certificate representing Series C F Preferred Units as the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all the units represented by any such certificate representing Series C F Preferred Units are to be redeemed, a new certificate, as applicable, shall be issued representing the unredeemed sharesunits. (d) From and after the redemption date (unless the Partnership defaults in payment of the redemption price), all distributions on the Series C F Preferred Units designated for redemption in such notice shall cease to accumulate and all rights of the holders thereof, except the right to receive the redemption price thereof (including all accumulated and unpaid distributions up to the redemption date), shall cease and terminate and such units shall not thereafter be transferred (except with the consent of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the Series C F Preferred Units so called for redemption in trust for the holders thereof with a bank or trust company, in which case the redemption notice to holders of the Series C F Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C F Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the Partnership.

Redemption by the Partnership. (i) Except i. On or after September 30, 2017 but prior to September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series A Participating Preferred Shares as provided belowin Section 7(a)(i) of the Articles Supplementary, the Partnership will redeem all but not less than all of the 5.000% Series C A Participating Preferred Units (no partial redemptions are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in partpermitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time on or after September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series A Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the 5.000% Series A Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended June 30, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the 5.000% Series C A Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all 5.000% Series C A Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any 5.000% Series C A Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of 5.000% Series A Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of 5.000% Series C A Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding 5.000% Series C A Participating Preferred Units.) (iv) . Immediately prior to any redemption of 5.000% Series C A Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date5.000% Series A Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of 5.000% Series C A Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on 5.000% Series C A Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the 5.000% Series C A Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number vi. Holders of 5.000% Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C A Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his 5.000% Series C A Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such 5.000% Series A Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing 5.000% Series C A Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing 5.000% Series C A Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such 5.000% Series C A Participating Preferred Units, such 5.000% Series A Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such 5.000% Series A Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the 5.000% Series C A Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All 5.000% Series A Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except i. On or after September 19, 2023, if and when AH4R exercises its option to redeem Series H Preferred Shares as provided belowin paragraph 6(a)(i) of the Articles Supplementary, the Series C Preferred Units are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, Partnership may redeem some or all of the Series C H Preferred Units, in whole or in part, for cash, at a redemption price of Twenty-five Dollars ($25.00) per share, plus all accumulated and unpaid distributions on such Series C Preferred Units equal to the Liquidation Preference to, but excluding, the date of such fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided below. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all Series C H Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any Series C H Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of Series H Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of Series C H Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding Series C H Preferred Units.) (iv) iii. Immediately prior to any redemption of Series C H Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption dateSeries H Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of Series C H Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on Series C H Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) iv. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the Series C H Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in paragraph 6(a)(ii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number v. Holders of Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C H Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his Series C H Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such Series H Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing Series C H Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing Series C H Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such Series C H Preferred Units, such Series H Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such Series H Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the Series C H Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vi. All Series H Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except as provided below, the Series C Preferred Units are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including i. After December 31, 20162017 but prior to December 31, 2020, if and when AH4R exercises its option to redeem 5.000% Series B Participating Preferred Shares as provided in Section 7(a)(i) of the Articles Supplementary, the Partnership, at its option, upon giving notice as provided below, may Partnership will redeem all but not less than all of the 5.000% Series C B Participating Preferred Units, in whole or in partUnits (no partial redemptions are permitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time on or after December 31, 2020, if and when AH4R exercises its option to redeem 5.000% Series B Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the 5.000% Series B Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended September 30, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the 5.000% Series C B Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all 5.000% Series C B Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any 5.000% Series C B Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of 5.000% Series B Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of 5.000% Series C B Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding 5.000% Series C B Participating Preferred Units.) (iv) . Immediately prior to any redemption of 5.000% Series C B Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date5.000% Series B Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of 5.000% Series C B Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on 5.000% Series C B Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the 5.000% Series C B Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number vi. Holders of 5.000% Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C B Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his 5.000% Series C B Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such 5.000% Series B Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing 5.000% Series C B Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing 5.000% Series C B Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such 5.000% Series C B Participating Preferred Units, such 5.000% Series B Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such 5.000% Series B Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the 5.000% Series C B Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All 5.000% Series B Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.

Redemption by the Partnership. (i) Except i. After September 30, 2017 but prior to September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series B Participating Preferred Shares as provided belowin Section 7(a)(i) of the Articles Supplementary, the Partnership will redeem all but not less than all of the 5.000% Series C B Participating Preferred Units (no partial redemptions are not redeemable prior to January 1, 2021. At any time during the period from January 1, 2016 to and including December 31, 2016, the Partnership, at its option, upon giving notice as provided below, may redeem the Series C Preferred Units, in whole or in partpermitted), for cash, at a redemption price equal to the Final Liquidation Preference to, but excluding, the date fixed for redemption (such date, the “Redemption Date”) (such right, the “Regular Redemption Right”). ii. At any time after September 30, 2020, if and when AH4R exercises its option to redeem 5.000% Series B Participating Preferred Shares as provided in Section 7(a)(ii) of Twenty-five Dollars the Articles Supplementary, the Partnership, will redeem all but not less than all of the 5.000% Series B Participating Preferred Units ($25.00) per shareno partial redemptions are permitted), for cash, at a redemption price equal to the Initial Liquidation Preference, plus all accumulated the HPA Amount calculated with respect to the period ended June 30, 2020 (if the HPA Amount for such period is a positive number) (the “Adjusted Value”), plus any accrued and unpaid distributions on such the 5.000% Series C B Participating Preferred Units to to, but excluding, the date of such redemption (the “Redemption Right”). The Partnership may also exercise its Redemption Right at any time and from time to time on or after January 1, 2021 upon giving notice as provided belowDate. (ii) If fewer than all of the outstanding Series C Preferred Units are to be redeemed pursuant to the Redemption Right, the Series C Preferred Units to be redeemed shall be selected pro rata (as nearly as practicable without creating fractional shares) or by lot or in such other equitable method prescribed by the General Partner. (iii) Notwithstanding anything to the contrary contained herein, unless . Unless full cumulative distributions on all 5.000% Series C B Participating Preferred Units shall have been or contemporaneously are authorized declared and paid or authorized declared and a sum sufficient for the payment thereof set apart for payment for all past distribution periods and the then current distribution period, no Series C Preferred Units shall be redeemed unless all outstanding Series C Preferred Units are simultaneously redeemed; provided, however, that the foregoing shall not prevent the purchase or acquisition of Series C Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all Series C Preferred Units. In addition, unless full cumulative distributions on all Series C Preferred Units have been or contemporaneously are authorized and paid or authorized and a sum sufficient for the payment thereof set apart for payment for all past distributions periods and the then current distribution periodperiods, the Partnership shall not purchase or otherwise acquire directly or indirectly for any consideration, nor shall any monies be paid to or be made available for a sinking fund for the redemption of, any 5.000% Series C B Participating Preferred Units (except by conversion into or exchange for, or options, warrants or rights to purchase or subscribe for Partnership Interests ranking junior to the Series C Class A Units, Class B Units, LTIP Units or Junior Preferred Units as to distributions and upon liquidationof the Partnership); provided, however, that the foregoing shall not prevent any the redemption or purchase of 5.000% Series B Participating Preferred Units by the Partnership in order to ensure that the General Partner remains qualified as a REIT for federal income tax purposes, or the purchase or acquisition of 5.000% Series C B Participating Preferred Units pursuant to a purchase or exchange offer made on the same terms to holders of all outstanding 5.000% Series C B Participating Preferred Units.) (iv) . Immediately prior to any redemption of 5.000% Series C B Participating Preferred Units, the Partnership shall pay, in cash, any accumulated accrued and unpaid distributions through on the redemption date5.000% Series B Participating Preferred Units to, but excluding, the Redemption Date, unless a redemption date Redemption Date falls after a Series C Preferred Unit Distribution Record Date and prior to the corresponding Series C Preferred Unit Distribution Payment Date, in which case each holder of 5.000% Series C B Participating Preferred Units at the close of business on such Series C Preferred Unit Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Series C Preferred Unit Distribution Payment Date (including any accrued and unpaid distributions for prior distribution periods) notwithstanding the redemption of such units before such Series C Preferred Unit Distribution Payment Date. Except as provided above, the Partnership will make no payment or allowance for unpaid distributions, whether or not in arrears, on 5.000% Series C B Participating Preferred Units for which a notice of redemption has been given. (v) The following provisions set forth the procedures for redemption: (a) v. Notice of redemption will be mailed by the Partnership, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date (and in any event no later than March 31, 2016, in the case of a redemption to occur between January 1, 2016 and December 31, 2016) addressed to the respective holders of record of the 5.000% Series C B Participating Preferred Units to shall be redeemed at their respective addresses as they appear on consistent with the transfer records notice procedures set forth in Section 7(a)(iii)(A) of the Partnership. No failure to give such notice or any defect thereto or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series C Preferred Units except as to the holder to whom notice was defective or not givenArticles Supplementary. (b) In addition to any information required by law, such notice shall state: (A) the redemption date; (B) the redemption price; (C) the number vi. Holders of 5.000% Series C Preferred Units to be redeemed; (D) the place or places where the Series C Preferred Units are to be surrendered for payment of the redemption price; and (E) that distributions on the Series C Preferred Units to be redeemed will cease to accumulate on such redemption date. If less than all of the Series C Preferred Units held by any holder are to be redeemed, the notice mailed to such holder shall also specify the number of Series C Preferred Units held by such holder to be redeemed. (c) On or after the redemption date, each holder of Series C B Participating Preferred Units to be redeemed shall present and surrender the certificates (if any or, if none, an assignment and such other documentation reasonably acceptable to the General Partner) representing his 5.000% Series C B Participating Preferred Units to at the place or places designated in such notice and, upon surrender of the units, such 5.000% Series B Participating Preferred Units shall be redeemed by the Partnership at the place designated in the redemption price plus any accrued and unpaid distributions payable upon such redemption. If notice of redemption and thereupon the redemption price of such units (including all accumulated and unpaid distributions up to the redemption date) shall be paid to or on the order any of the person whose name appears on such assignment or certificate representing 5.000% Series C B Participating Preferred Units as has been given and if the owner thereof and each surrendered certificate, if any, shall be canceled. If fewer than all funds necessary for such redemption have been set apart by the units represented by Partnership for the benefit of the holders of any such certificate representing 5.000% Series C B Participating Preferred Units are to be redeemedso called for redemption, a new certificatethen, as applicable, shall be issued representing the unredeemed shares. (d) From from and after the redemption date (unless the Partnership defaults in payment of the redemption price)Redemption Date, all distributions will cease to accrue on the such 5.000% Series C B Participating Preferred Units, such 5.000% Series B Participating Preferred Units designated for redemption in such notice shall cease to accumulate no longer be deemed outstanding and all rights of the holders thereofof such 5.000% Series B Participating Preferred Units will terminate, except the right to receive the redemption price thereof (including all accumulated and any accrued and unpaid distributions up to, but excluding, the Redemption Date; provided, however, if the Redemption Date falls after a Distribution Record Date and prior to the redemption date)corresponding Preferred Unit Distribution Payment Date, shall cease and terminate and such units shall not thereafter be transferred (except with the consent each holder of the Partnership) on the Partnership’s transfer records, and such units shall not be deemed to be outstanding for any purpose whatsoever. At its election, the Partnership, prior to a redemption date, may irrevocably deposit the redemption price (including accumulated and unpaid distributions to the redemption date) of the 5.000% Series C B Participating Preferred Units so called for redemption in trust for at the holders thereof with a bank or trust company, in which case close of business on such Distribution Record Date shall be entitled to the distribution payable on such units on the corresponding Preferred Unit Distribution Payment Date notwithstanding the redemption notice of such units before such Preferred Unit Distribution Payment Date. vii. All 5.000% Series B Participating Preferred Units redeemed or otherwise acquired by the Partnership in any manner whatsoever shall be retired and reclassified as authorized but unissued Preferred Units, without designation as to holders class or series, and may thereafter be reissued as any class or series of Preferred Units in accordance with the applicable provisions of the Series C Preferred Units to be redeemed shall (A) state the date of such deposit, (B) specify the office of such bank or trust company as the place of payment of the redemption price and (C) require such holders to surrender the certificates, if any, representing such units at such place on or about the date fixed in such redemption notice (which may not be later than the redemption date) against payment of the redemption price (including all accumulated and unpaid distributions to the redemption date). Any monies so deposited which remain unclaimed by the holders of the Series C Preferred Units at the end of two years after the redemption date shall be returned by such bank or trust company to the PartnershipPartnership Agreement.