Common use of Restriction on Dispositions of Property Clause in Contracts

Restriction on Dispositions of Property. (i) The Operating Partnership agrees not to sell or dispose of any Property in a transaction that would cause Contributor, during the Sale Restriction Period, to recognize any Protected Gain, unless the Operating Partnership makes the indemnity payment to Contributor set forth in Section 1.9(d). For purposes of this Section 1.9(b), the Properties will also include any direct or indirect interest owned by the Operating Partnership in any entity that owns an interest in any Property, if the disposition of that interest would result in the recognition of Protected Gain by Contributor. Notwithstanding the foregoing, the Operating Partnership's indemnity obligations for any sale of the Property located at 000 Xxxxxxxxxx Xxxx pursuant to a buy-sell or other similar agreement in effect at the time of the Closing, shall be governed by the provisions of Exhibit D. (ii) The prohibition on the sale or other disposition of the Properties shall not apply if the Property is disposed of in a transaction in which no gain is required to be recognized by Contributor (for example, an exchange under Section 1031 of the Internal Revenue Code or a tax-free partnership merger or contribution). However, in such case, the provisions of Section 1.9(b)(i) shall then apply to the replacement property (or partnership interest received in the exchange) to the extent the sale or disposition of that asset would result in the recognition of Protected Gain.

Restriction on Dispositions of Property. (i) The Operating Partnership agrees not to sell or dispose of any Property in a transaction that would cause Contributor, during the Sale Restriction Period, to recognize any Protected Gain, unless the Operating Partnership makes the indemnity payment to Contributor set forth in Section 1.9(d). For purposes of this Section 1.9(b), the Properties will also include any direct or indirect interest owned by the Operating Partnership in any entity that owns an interest in any Property, if the disposition of that interest would result in the recognition of Protected Gain by Contributor. Notwithstanding the foregoing, the Operating Partnership's indemnity obligations for any sale of the Property located at 000 Xxxxxxxxxx Xxxx pursuant to a buy-sell or other similar agreement in effect at the time of the Closing, shall be governed by the provisions of Exhibit D.. (ii) The prohibition on the sale or other disposition of the Properties shall not apply if the Property is disposed of in a transaction in which no gain is required to be recognized by Contributor (for example, an exchange under Section 1031 of the Internal Revenue Code or a tax-free partnership merger or contribution). However, in such case, the provisions of Section 1.9(b)(i) shall then apply to the replacement property (or partnership interest received in the exchange) to the extent the sale or disposition of that asset would result in the recognition of Protected Gain.

Restriction on Dispositions of Property. (i) The Operating Partnership agrees not to sell or dispose of any Property in a transaction that would cause Contributor, during the Sale Restriction Period, to recognize any Protected Gain, unless the Operating Partnership makes the indemnity payment to Contributor set forth in Section 1.9(d1.9(c); provided, however, that the foregoing restriction shall no longer apply in the event that Contributor continues to hold less than 25% of the OP Units issued to Contributor on the Closing Date. For purposes of this Section 1.9(b), the Properties will also include any direct or indirect interest owned by the Operating Partnership in any entity that owns an interest in any Property, if the disposition of that interest would result in the recognition of Protected Gain by Contributor. Notwithstanding the foregoing, the Operating Partnership's indemnity obligations for any sale of the Property located at 000 Xxxxxxxxxx Xxxx pursuant to a buy-sell or other similar agreement in effect at the time of the Closing, shall be governed by the provisions of Exhibit D.. (ii) The prohibition on the sale or other disposition of the Properties shall not apply if the Property is disposed of in a transaction in which no gain is required to be recognized by Contributor (for example, an exchange under Section 1031 of the Internal Revenue Code or a tax-free partnership merger or contribution). However, in such case, the provisions of Section 1.9(b)(i) shall then apply to the replacement property (or partnership interest received in the exchange) to the extent the sale or disposition of that asset would result in the recognition of Protected Gain.