Common use of Repurchase at the Option of the Holder Clause in Contracts

Repurchase at the Option of the Holder. (i) Notwithstanding any other provision of the Partnership Agreement to the contrary, the holders of the Series L Preferred Units shall have the right to require the Partnership to repurchase for cash all or a portion of the Series L Preferred Units (the “Cash Repurchase Right”) at any time after the date hereof, subject to clause (ii) of this Section 2.F. The repurchase price per Series L Preferred Unit upon such repurchase shall be paid by the Partnership in cash and shall be in an amount equal to the Series L Liquidation Value of such Series L Preferred Units to the date of such repurchase (the “Repurchase Consideration”). From and after the applicable repurchase date, the Series L Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L Preferred Units shall cease. (ii) Each holder of Series L Preferred Units who desires to require the Partnership to repurchase all or a portion of the Series L Preferred Units shall provide notice to the Partnership (with a copy to the Managing General Partner) in the form of the Notice of Repurchase Demand attached as Exhibit A hereto (a “Repurchase Demand Notice”) via facsimile, hand delivery or other mail or messenger service. The date upon which the Partnership initially receives a Repurchase Demand Notice shall be a “Notice Date.” The Partnership shall pay to such holder of Series L Preferred Units the Repurchase Consideration within ten (10) Business Days after the Notice Date. A holder of Series L Preferred Units may not request repurchase of less than 10,000 Series L Preferred Units or, if such holder of Series L Preferred Units holds less than 10,000 Series L Preferred Units, for less than all of the Series L Preferred Units held by such holder of Series L Preferred Units. (iii) From and after the applicable repurchase date, the Series L Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L Preferred Units shall cease.

Repurchase at the Option of the Holder. (i) Notwithstanding any other provision of the Partnership Agreement to the contrary, the holders of the Series L M Preferred Units shall have the right to require the Partnership to repurchase for cash all or a portion of the Series L M Preferred Units at any time after the date hereof (the “Cash Repurchase Right”) at any time after the date hereof), subject to clause paragraph (ii) of this Section 2.F. The repurchase price per Series L M Preferred Unit upon such repurchase shall be paid by the Partnership in cash and shall be in an amount equal to the Series L M Liquidation Value of such Series L M Preferred Units to the date of such repurchase (the “Cash Repurchase Consideration”). From and after the applicable repurchase date, the Series L M Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L M Preferred Units shall cease. (ii) Each holder of Series L M Preferred Units who desires to require the Partnership to repurchase all or a portion of the Series L M Preferred Units shall provide notice to the Partnership (with a copy to the Managing General Partner) in the form of the Notice of Repurchase Demand attached as Exhibit A hereto (a “Repurchase Demand Notice”) via facsimile, hand delivery or other mail or messenger service. The date upon which the Partnership initially receives a Repurchase Demand Notice shall be a “Notice Date.” The Partnership shall pay to such holder of Series L M Preferred Units the Cash Repurchase Consideration within ten (10) Business Days after the Notice Date. A holder of Series L M Preferred Units may not request repurchase of less than 10,000 Series L M Preferred Units or, if such holder of Series L M Preferred Units holds less than 10,000 Series L M Preferred Units, for less than all of the Series L M Preferred Units held by such holder of Series L M Preferred Units. (iii) From and after the applicable repurchase date, the Series L Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L Preferred Units shall cease.

Repurchase at the Option of the Holder. (i) Notwithstanding any other provision of the Partnership Agreement to the contrary, the holders of the Series L U Preferred Units shall have the right to require the Partnership to repurchase for cash all or a portion of the Series L U Preferred Units at any time after the date hereof (the “Cash Repurchase Right”) at any time after the date hereof), subject to clause (ii) of this Section 2.F. The repurchase price per Series L U Preferred Unit upon such repurchase shall be paid by the Partnership in cash and shall be in an amount equal to the Series L U Liquidation Value of such Series L U Preferred Units to the date of such repurchase (the “Repurchase Consideration”). From and after the applicable repurchase date, the Series L U Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L U Preferred Units shall cease. (ii) Each holder of Series L U Preferred Units who desires to require the Partnership to repurchase all or a portion of the Series L U Preferred Units shall provide notice to the Partnership (with a copy to the Managing General Partner) in the form of the Notice of Repurchase Demand attached as Exhibit A hereto (a “Repurchase Demand Notice”) via facsimile, hand delivery or other mail or messenger service. The date upon which the Partnership initially receives a Repurchase Demand Notice shall be a “Notice Date.” The Partnership shall pay to such holder of Series L U Preferred Units the Repurchase Consideration within ten (10) Business Days after the Notice Date. A holder of Series L U Preferred Units may not request repurchase of less than 10,000 Series L U Preferred Units or, if such holder of Series L U Preferred Units holds less than 10,000 Series L U Preferred Units, for less than all of the Series L U Preferred Units held by such holder of Series L U Preferred Units. (iii) From and after the applicable repurchase date, the Series L U Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L U Preferred Units shall cease.

Repurchase at the Option of the Holder. (i) Notwithstanding any other provision of the Partnership Agreement to the contrary, the holders of the Series L S Preferred Units shall have the right to require the Partnership to repurchase for cash all or a portion of the Series L S Preferred Units at any time after the date hereof (the “Cash Repurchase Right”) at any time after the date hereof), subject to clause (ii) of this Section 2.F. The repurchase price per Series L S Preferred Unit upon such repurchase shall be paid by the Partnership in cash and shall be in an amount equal to the Series L S Liquidation Value of such Series L S Preferred Units to the date of such repurchase (the “Repurchase Consideration”). From and after the applicable repurchase date, the Series L S Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L S Preferred Units shall cease. (ii) Each holder of Series L S Preferred Units who desires to require the Partnership to repurchase all or a portion of the Series L S Preferred Units shall provide notice to the Partnership (with a copy to the Managing General Partner) in the form of the Notice of Repurchase Demand attached as Exhibit A hereto (a “Repurchase Demand Notice”) via facsimile, hand delivery or other mail or messenger service. The date upon which the Partnership initially receives a Repurchase Demand Notice shall be a “Notice Date.” The Partnership shall pay to such holder of Series L S Preferred Units the Repurchase Consideration within ten (10) Business Days after the Notice Date. A holder of Series L S Preferred Units may not request repurchase of less than 10,000 Series L S Preferred Units or, if such holder of Series L S Preferred Units holds less than 10,000 Series L S Preferred Units, for less than all of the Series L S Preferred Units held by such holder of Series L S Preferred Units. (iii) From and after the applicable repurchase date, the Series L S Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L S Preferred Units shall cease.

Repurchase at the Option of the Holder. (i) Notwithstanding any other provision of the Partnership Agreement to the contrary, the holders of the Series L P Preferred Units shall have the right to require the Partnership to repurchase for cash all or a portion of the Series L P Preferred Units at any time after the date hereof (the “Cash Repurchase Right”) at any time after the date hereof), subject to clause paragraph (ii) of this Section 2.F. The repurchase price per Series L P Preferred Unit upon such repurchase shall be paid by the Partnership in cash and shall be in an amount equal to the Series L P Liquidation Value of such Series L P Preferred Units to the date of such repurchase (the “Cash Repurchase Consideration”). From and after the applicable repurchase date, the Series L P Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L P Preferred Units shall cease. (ii) Each holder of Series L P Preferred Units who desires to require the Partnership to repurchase all or a portion of the Series L P Preferred Units shall provide notice to the Partnership (with a copy to the Managing General Partner) in the form of the Notice of Repurchase Demand attached as Exhibit A hereto (a “Repurchase Demand Notice”) via facsimile, hand delivery or other mail or messenger service. The date upon which the Partnership initially receives a Repurchase Demand Notice shall be a “Notice Date.” The Partnership shall pay to such holder of Series L P Preferred Units the Cash Repurchase Consideration within ten (10) Business Days after the Notice Date. A holder of Series L P Preferred Units may not request repurchase of less than 10,000 Series L P Preferred Units or, if such holder of Series L P Preferred Units holds less than 10,000 Series L P Preferred Units, for less than all of the Series L P Preferred Units held by such holder of Series L P Preferred Units. (iii) From and after the applicable repurchase date, the Series L Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L Preferred Units shall cease.

Repurchase at the Option of the Holder. (i) Notwithstanding any other provision of the Partnership Agreement to the contrary, the holders of the Series L V Preferred Units shall have the right to require the Partnership to repurchase for cash all or a portion of the Series L V Preferred Units at any time after the date hereof (the “Cash Repurchase Right”) at any time after the date hereof), subject to clause (ii) of this Section 2.F. The repurchase price per Series L V Preferred Unit upon such repurchase shall be paid by the Partnership in cash and shall be in an amount equal to the Series L V Liquidation Value of such Series L V Preferred Units to the date of such repurchase (the “Repurchase Consideration”). From and after the applicable repurchase date, the Series L V Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L V Preferred Units shall cease. (ii) Each holder of Series L V Preferred Units who desires to require the Partnership to repurchase all or a portion of the Series L V Preferred Units shall provide notice to the Partnership (with a copy to the Managing General Partner) in the form of the Notice of Repurchase Demand attached as Exhibit A hereto (a “Repurchase Demand Notice”) via facsimile, hand delivery or other mail or messenger service. The date upon which the Partnership initially receives a Repurchase Demand Notice shall be a “Notice Date.” The Partnership shall pay to such holder of Series L V Preferred Units the Repurchase Consideration within ten (10) Business Days after the Notice Date. A holder of Series L V Preferred Units may not request repurchase of less than 10,000 Series L V Preferred Units or, if such holder of Series L V Preferred Units holds less than 10,000 Series L V Preferred Units, for of less than all of the Series L V Preferred Units held by such holder of Series L V Preferred Units. (iii) From and after the applicable repurchase date, the Series L V Preferred Units so repurchased shall no longer be outstanding and all rights hereunder, to distributions or otherwise, with respect to such Series L V Preferred Units shall cease.