Common use of Transfer Restrictions; Automatic Transfer of Class B Shares Clause in Contracts

Transfer Restrictions; Automatic Transfer of Class B Shares. Unless otherwise determined by the General Partner, in the event that any Operating Group A Units or Operating Group E Units in respect of which Class B Shares have been issued are reallocated or Transferred directly or indirectly to any other Limited Partner, then the Class B Shares associated with such any Operating Group A Units or Operating Group E Units shall be automatically reallocated to the Operating Group Entities and then subsequently reallocated to such Limited Partner (or, if such Limited Partner is a Related Trust of an Individual Limited Partner, to such Individual Limited Partner); provided, however, that if any such Operating Group A Units are converted into unvested Operating Group E Units upon receipt by a Limited Partner, then the Partnership shall cause Och-Ziff to simultaneously cancel the Class B Shares associated with such Operating Group A Units pursuant to Och-Ziff’s Organizational Documents. Except as provided herein, each Limited Partner agrees that it may not, under any circumstances, Transfer any Class B Shares without the consent of the General Partner, and any purported Transfer of Class B Shares shall be null and void and of no force and effect.