Common use of Requirements and Characterization of Distributions Clause in Contracts

Requirements and Characterization of Distributions. The General Partner shall cause the Partnership to distribute quarterly all, or such portion as the General Partner may in its discretion determine, including, but not limited to, as a consequence of such reserves as the General Partner may deem appropriate, of Available Cash generated by the Partnership during such quarter to the Partners who are Partners on the applicable Partnership Record Date with respect to such quarter in the following order of priority: (i) First, to the Preferred Limited Partners in such amount as is required for the Partnership to pay all distributions with respect to the Preferred Limited Partner Units held by such Preferred Limited Partners due or payable in accordance with the Designation Instrument or Instruments for such Preferred Limited Partner Units through the last day of such quarter (or the last day of the quarterly period set forth in such Designation Instrument or Instruments); such distributions to be made to the Preferred Limited Partners in such order of priority and with such preferences as have been established with respect to such Preferred Limited Partner Units as set forth in the Designation Instrument or Instruments; and (ii) Then, to the General Partner and the Common Limited Partners in accordance with their respective Junior Percentage Interests on such Partnership Record Date. Subject to the prior rights of holders of Preferred Limited Partner Units with respect to distributions of Available Cash, the General Partner in its sole discretion may distribute to the General Partner and the Common Limited Partners Available Cash (excluding amounts previously distributed to Preferred Limited Partners as provided above) in accordance with their Junior Percentage Interests on a more frequent basis and provide for an appropriate record date. The General Partner shall take such reasonable efforts consistent with its qualification as a REIT, to cause the Partnership to distribute sufficient amounts to enable the General Partner to pay stockholder dividends that will (a) satisfy the requirements for qualifying as a REIT under the Code and Regulations, and (b) avoid any federal income or excise tax liability of the General Partner . Notwithstanding anything to the contrary contained herein, in no event shall any Partner receive a distribution of Available Cash in respect of Junior Partnership Interests with respect to any quarter or other period until such time as the Partnership has distributed to the Preferred Limited Partners an amount sufficient to pay all distributions payable with respect to the 37 43 Preferred Limited Partner Interests held by such Preferred Limited Partners in accordance with the Designation Instrument or Instruments through the last day of the most recently ended quarterly period set forth in each such Designation Instrument.

Requirements and Characterization of Distributions. The General Partner shall cause the Partnership to distribute quarterly all, or such portion as the General Partner may in its discretion determine, including, but not limited to, as a consequence of such reserves as the General Partner may deem appropriate, of Available Cash generated by the Partnership during such quarter to the Partners who are Partners on the applicable Partnership Record Date with respect to such quarter in the following order of priority:priority (PROVIDED, HOWEVER, that in no event may a Partner receive a distribution of Available Cash with respect to a Partnership Unit if such Partner is entitled to receive a distribution as the holder of record of REIT Common Shares, Series A Preferred Shares or Other Preferred Shares for which such Partnership Unit has been exchanged): (i) FirstFIRST, to the Preferred Limited Partners in such Partners, up to the amount as is required for the Partnership to pay all distributions with respect to the Preferred Limited Partner Units held by such Preferred Limited Partners due or payable in accordance with the Designation Instrument or Instruments for such Preferred Limited Partner Units through the last day of such quarter (or the last day of the quarterly period set forth in such Designation Instrument or Instruments); , such distributions to be made to the Preferred Limited Partners (x) in such order of priority and with such preferences as have been established with respect to such Preferred Limited Partner Units as set forth in the Designation Instrument or InstrumentsInstruments and (y) with respect to Preferred Limited Partners holding Preferred Limited Partner Interests of a particular class or series, in proportion to their respective Percentage Interests on such Partnership Record Date except as otherwise provided in this Section 5.1; and (ii) ThenTHEN, to the General Partner and the Common Limited Partners in accordance with their respective Junior Percentage Interests on such Partnership Record Date except as otherwise provided in this Section 5.1. If a new or existing Partner acquires an additional Partnership Interest in exchange for a Capital Contribution on any date other than a Partnership Record Date, the cash distribution attributable to such additional Partnership Interest relating to the Partnership Record Date next following the issuance of such additional Partnership Interest shall be reduced in the proportion equal to one minus (i) the number of days that such additional Partnership Interest is held by such Partner bears to (ii) the number of days between such Partnership Record Date and the immediately preceding Partnership Record Date. Subject to the prior rights of holders of Preferred Limited Partner Units with respect to distributions of Available Cash, the General Partner in its sole discretion may distribute to the General Partner and the Common Limited Partners Available Cash (excluding amounts previously distributed to Preferred Limited Partners as provided above) in accordance with their Junior Percentage Interests on a more frequent basis and provide for an appropriate record date. The Unless the Special Limited Partner agrees otherwise, the General Partner shall take such reasonable efforts efforts, consistent with its the Special Limited Partner's qualification as a REIT, to cause the Partnership to distribute sufficient amounts to enable the General Special Limited Partner to pay stockholder dividends make distributions that will (a) satisfy the requirements for qualifying as a REIT under the Code and RegulationsREIT, and (b) avoid any federal income or excise tax liability of imposed by the Code. The General Partner also shall take all reasonable efforts to cause the Partnership to distribute appropriate amounts to ensure that the KRF GIT Limit does not at any time exceed 30% with respect to each of Xxxxx Government Income Trust and Xxxxx Government Income Trust II, as computed based on distributions made by the Partnership under this Article 5 or based on amounts that would be distributed under Section 13.2 if the Partnership were to be liquidated at such time. Notwithstanding anything to the contrary contained herein, in no event shall any Partner receive a distribution of Available Cash in respect of Junior Partnership Interests with respect to any quarter or other period until such time as the Partnership has distributed to the Preferred Limited Partners an amount sufficient to pay all distributions payable with respect to the 37 43 Preferred Limited Partner Interests held by such Preferred Limited Partners in accordance 28 with the Designation Instrument or Instruments through the last day of the most recently ended quarterly period or other applicable period set forth in each such Designation Instrument.

Requirements and Characterization of Distributions. The General Partner shall cause the Partnership to distribute quarterly all, or such portion as the General Partner may in its discretion determine, including, but not limited to, as a consequence of such reserves as the General Partner may deem appropriate, of Available Cash generated by the Partnership during such quarter to the Partners who are Partners on the applicable Partnership Record Date with respect to such quarter in the following order of priority: (i) First, to the Preferred Limited Partners in such amount as is required for the Partnership to pay all distributions with respect to the Preferred Limited Partner Units held by such Preferred Limited Partners due or payable in accordance with the Designation Instrument or Instruments for such Preferred Limited Partner Units through the last day of such quarter (or the last day of the quarterly period set forth in such Designation Instrument or Instruments); such distributions to be made to the Preferred Limited Partners in such order of priority and with such preferences as have been established with respect to such Preferred Limited Partner Units as set forth in the Designation Instrument or Instruments; and (ii) Then, to the General Partner and the Common Limited Partners in accordance with their respective Junior Percentage Interests on such Partnership Record Date. Subject to the prior rights of holders of Preferred Limited Partner Units with respect to distributions of Available Cash, the General Partner in its sole discretion may distribute to the General Partner and the Common Limited Partners Available Cash (excluding amounts previously distributed to Preferred Limited Partners as provided above) in accordance with their Junior Percentage Interests on a more frequent basis and provide for an appropriate record date. The General Partner shall take such reasonable efforts consistent with its qualification as a REIT, to cause the Partnership to distribute sufficient amounts to enable the General Partner to pay stockholder dividends that will (a) satisfy the requirements for qualifying as a REIT under the Code and Regulations, and (b) avoid any federal income or excise tax liability of the General Partner Partner. Notwithstanding anything to the contrary contained herein, in no event shall any Partner receive a distribution of Available Cash in respect of Junior Partnership Interests with respect to any quarter or other period until such time as the Partnership has distributed to the Preferred Limited Partners an amount sufficient to pay all distributions payable with respect to the 37 43 Preferred Limited Partner Interests held by such Preferred Limited Partners in accordance with the Designation Instrument or Instruments through the last day of the most recently ended quarterly period set forth in each such Designation Instrument.