Common use of Restrictions on Further Issues or Sales Clause in Contracts

Restrictions on Further Issues or Sales. 16.1 Neither the Partnership nor any of its subsidiaries will, nor will any of them announce any intention to, directly or indirectly, for a period commencing on the date hereof and ending 60 days after the Closing Date, without the prior written consent of the Representatives, which consent shall not be unreasonably withheld, conditioned or delayed, (i) offer or sell, or enter into an agreement to offer or sell any Units or other securities of the Partnership, or securities convertible into, exchangeable for, or otherwise exercisable into, any Units or other securities of the Partnership, other than (A) the issuance of Units of BAM or its affiliate in connection with the concurrent private placement (B) for purposes of directors’, officers’ or employee incentive plans; (C) pursuant to the Partnership’s distribution reinvestment plan; (D) to satisfy any other currently outstanding instruments or other contractual commitments in relation to any transaction that has been disclosed in writing to the Underwriters; (E) Units issued in connection with an arm’s-length acquisition, merger, consolidation or amalgamation with any company or companies, as long as the party receiving such Units agrees to be similarly restricted; (F) the issuance of Units pursuant to the redemption of outstanding RPUs; or (G) debt securities, preferred limited partnership units or preferred shares not convertible into Units, (ii) file or cause to be filed, or make any demand for or exercise any right to file or cause to be filed, any registration statement with respect to the registration of any Units or securities convertible, exchangeable or exercisable into Units or other securities of the Partnership (other than in connection with (i)(E) or (i)(G) above), or (iii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of Units.

Restrictions on Further Issues or Sales. 16.1 Neither the Partnership nor any of its subsidiaries will, nor will any of them announce any intention to, directly or indirectly, for a period commencing on the date hereof and ending 60 days after the Closing Date, without the prior written consent of the Representatives, which consent shall not be unreasonably withheld, conditioned or delayed, (i) offer or sell, or enter into an agreement to offer or sell any Units or other securities of the Partnership, or securities convertible into, exchangeable for, or otherwise exercisable into, any Units or other securities of the Partnership, other than (A) the issuance of Units of BAM or its affiliate in connection with the concurrent private placement (B) for purposes of directors’, officers’ or employee incentive plans; (CB) pursuant to the Partnership’s distribution reinvestment plan; (DC) to satisfy any other currently outstanding instruments or other contractual commitments in relation to any transaction that has been disclosed in writing to the Underwriters; (ED) Units issued in connection with an arm’s-length acquisition, merger, consolidation or amalgamation with any company or companies, as long as the party receiving such Units agrees to be similarly restricted; (FE) the issuance of Units pursuant to the redemption of outstanding RPUs; or (GF) debt securities, preferred limited partnership units or preferred shares not convertible into Units, (ii) file or cause to be filed, or make any demand for or exercise any right to file or cause to be filed, any registration statement with respect to the registration of any Units or securities convertible, exchangeable or exercisable into Units or other securities of the Partnership (other than in connection with (i)(Ei)(D) or (i)(Gi)(F) above), or (iii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of Units.

Restrictions on Further Issues or Sales. 16.1 Neither the Partnership nor any of its subsidiaries will, nor will any of them announce any intention to, directly or indirectly, for a period commencing on the date hereof and ending 60 days after the Closing Date, without the prior written consent of the Representatives, which consent shall not be unreasonably withheld, conditioned or delayed, (i) offer or sell, or enter into an agreement to offer or sell any Units or other securities of the Partnership, or securities convertible into, exchangeable for, or otherwise exercisable into, any Units or other securities of the Partnership, other than (A) the issuance of Units of BAM or its affiliate in connection with the concurrent private placement (B) for purposes of directors’, officers’ or employee incentive plans; (CB) pursuant to the Partnership’s distribution reinvestment plan; (DC) to satisfy any other currently outstanding instruments or other contractual commitments in relation to any transaction that has been disclosed in writing to the Underwriters; (ED) Units issued in connection with an arm’s-length acquisition, merger, consolidation or amalgamation with any company or companies, as long as the party receiving such Units agrees to be similarly restricted; (FE) the issuance of Units pursuant to the redemption of outstanding RPUs; or (GF) debt securities, preferred limited partnership units or preferred shares not convertible into Units; (G) the issuance of Private Placement Units or Option Private Placement Units to BAM in connection with the Concurrent Private Placement; or (H) the issuance of the Additional Units, (ii) file or cause to be filed, or make any demand for or exercise any right to file or cause to be filed, any registration statement with respect to the registration of any Units or securities convertible, exchangeable or exercisable into Units or other securities of the Partnership (other than in connection with (i)(Ei)(D) or (i)(Gi)(F) above), or (iii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of Units.