Common use of Voting and Other Rights Clause in Contracts

Voting and Other Rights. (a) Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) 17.11.1. Only those holders of Units of the class or series for which a meeting has been called who are Record Holders of the Units on the Record Date set pursuant to Section 13.6 17.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All Notwithstanding the definition of “Limited Partner” all references in this Agreement to votes votes, consents or approvals of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes votes, consents, approvals or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders 17.11.2. Each Outstanding Unit shall entitle the holder thereof to one vote for the purposes of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, any approval at a meeting of Limited Partners holding Series C Preferred Units or by written consent, provided that Redemption-Exchange Unitholders will only be entitled to act with a maximum number of votes in respect to matters as to which the holders of the Outstanding Series C Preferred Redemption-Exchange Units have the right equal to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts 49% of the Record Holders total voting power of such all Outstanding Series C Preferred Units. (c) 17.11.3. With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing)Person, in whose name such Units are registered, such other Person shall, in exercising the voting or consent rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) 17.11.3 (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.313.3.

Voting and Other Rights. (a) Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) 12.3 shall be entitled to notice of, and to vote at, a meeting of Limited Partners Members or to act with respect to matters as to which the holders of the Outstanding Voting Units have the right to vote or to actact (including the giving of approval in writing). All references in this Agreement to votes of, or other acts that may be taken by, the holders of Outstanding Voting Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Series C Preferred Voting Units on such Record Date. For the Record Date set pursuant to avoidance of doubt, the provisions of this Section 13.6 12.9 (and as well as the other provisions of this Agreement) are subject to the limitations contained in provisions of Section 3.4. For the definition avoidance of “Outstanding” doubt, the Oaktree Member and the limitations set forth in Section 5.11(b)(iii)) Brookfield Member shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units Members or to act with respect to matters as to which the holders of Oaktree Member or the Outstanding Series C Preferred Units have Brookfield Member, as the case may be, has the right to vote or to act. All references act (including the giving of approval in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Unitswriting). (cb) With respect to Outstanding Voting Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Outstanding Voting Units are registered, such other Person shall, in exercising the voting rights in respect of such Outstanding Voting Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Outstanding Voting Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership Company shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) 14.11.1. Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 14.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes votes, consents or approvals of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes votes, consents, approvals or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders 14.11.2. Each Outstanding Unit shall entitle the holder thereof to one vote for the purposes of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, any approval at a meeting of Limited Partners holding Series C Preferred Units or to act by written consent. 14.11.3. Limited Partners shall have consent rights with respect to certain fundamental matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references and Related Party Transactions in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references accordance with and to the votes or acts extent required by Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions, and with respect to any other matters that require the Record Holders consent of such Outstanding Series C Preferred UnitsLimited Partners in accordance with applicable laws and stock exchange rules. (c) 14.11.4. With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting or consent rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) 14.11.3 (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.310.3.

Voting and Other Rights. (a) Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 15.6 (and also subject to the limitations contained in the definition of “"Outstanding”") shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units that are held for a Person’s 's account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such broker, dealer or other Person agent shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c15.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.310.4. (c) With respect to any vote or act that may be taken by the Record Holders of the Outstanding Common Units as specified in this Agreement, each Outstanding Common Unit shall be entitled to one (1) vote per that Outstanding Common Unit. The Record Holders of the Outstanding Common Units shall always vote together as a class upon any matter which they have the right to vote or act pursuant to this Agreement.

Voting and Other Rights. (a) Only Subject to Section 16.8, only those Record Holders of the Units Outstanding Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. Each Common Unit shall entitle the holder thereof (other than a Non-Voting Unitholder) to one vote for each Common Unit held of record by such holder as of the relevant Record Date. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Notwithstanding any other provision of this Agreement, for the avoidance of doubt, a Non-Voting Unitholder shall be subject to the limitations on voting set forth in this Section 13.12(c) for so long as it is a Limited Partner or Beneficially Owns any Units. Notwithstanding any other provision of this Agreement or the terms of any Units, a Non-Voting Unitholder shall have no voting rights whatsoever with respect to the Partnership, including any voting rights that may otherwise exist for Limited Partners or holders of Common Units or Preferred Units hereunder, under the Act, at law, in equity or otherwise; provided that any amendment of this Agreement that would have a material adverse effect on the rights or preferences of the Units of any class Beneficially Owned by Non-Voting Unitholders in relation to other Units of such class (treating the Units of such class Beneficially Owned by Non-Voting Unitholders as a separate class for this purpose) must be approved by the holders of not less than a majority of the Units of such class Beneficially Owned by the Non-Voting Unitholders. Each Non-Voting Unitholder hereby further irrevocably waives any right it may otherwise have to vote to elect or appoint a successor General Partner or Liquidator under the Act in its capacity as Limited Partner or with respect to any Common Units or Preferred Units owned by it.

Voting and Other Rights. (a) 18.11.1 Only those holders of Units of the class or series for which a meeting has been called who are Record Holders of the Units on the Record Date set pursuant to Section 13.6 18.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All Notwithstanding the definition of “Limited Partner,” all references in this Agreement to votes votes, consents or approvals of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes votes, consents, approvals or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders 18.11.2 Each Outstanding Unit shall entitle the holder thereof to one vote for the purposes of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition any approval at a meeting of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall Partners or by written consent, provided that Redemption-Exchange Unitholders will only be entitled to notice of, and to vote at, a meeting maximum number of Limited Partners holding Series C Preferred Units or to act with votes in respect to matters as to which the holders of the Outstanding Series C Preferred Redemption Exchange Units have the right equal to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts 49% of the Record Holders total voting power of such all Outstanding Series C Preferred Units. (c) 18.11.3 With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing)Person, in whose name such Units are registered, such other Person shall, in exercising the voting or consent rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) 18.11.3 (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.314.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Outstanding Membership Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Members or to act with respect to matters as to which the holders of the Outstanding Units Membership Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Membership Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsMembership Interests. Each Unit shall entitle the holder thereof to one vote for each Unit held of record by such holder as of the relevant Record Date. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Membership Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Membership Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Membership Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Membership Interests in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership Company shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) With respect to any matter that is subject to a vote by, or approval or consent of, any Record Holder of Outstanding Membership Interest on the Record Date who (x) receives notice of such matter from the Company and (y) does not object to such matter in writing to the Company within ten (10) Business Days of receipt of such notice, shall be deemed to have voted affirmatively to, approved, and provided consent for, such matter.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”” and Section 5.12(e)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. Notwithstanding anything herein to the contrary, Common Units owned by the Partnership or its direct or indirect wholly owned Subsidiaries shall not be entitled to be voted on any matter hereunder where a vote of holders of Common Units is required (including on an “as-converted” basis) and shall be disregarded for purposes of calculating required votes, determining the presence of a quorum or for other similar purposes under this Agreement. (b) Only those Record Holders of the Series C A Preferred Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii5.12(e)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C A Preferred Units. Outstanding Series A Preferred Units owned by the Partnership or its direct or indirect wholly owned Subsidiaries shall not be entitled to be voted in accordance with Section 5.12(e)(i). (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.the‌

Voting and Other Rights. (a) 17.11.1 Only those holders of Units of the class or series for which a meeting has been called who are Record Holders of the Units on the Record Date set pursuant to Section 13.6 17.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All Notwithstanding the definition of “Limited Partner,” all references in this Agreement to votes votes, consents or approvals of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes votes, consents, approvals or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders 17.11.2 Each Outstanding Unit shall entitle the holder thereof to one vote for the purposes of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, any approval at a meeting of Limited Partners holding Series C Preferred Units or by written consent, provided that Redemption-Exchange Unitholders will only be entitled to act with a maximum number of votes in respect to matters as to which the holders of the Outstanding Series C Preferred Redemption Exchange Units have the right equal to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts 49% of the Record Holders total voting power of such all Outstanding Series C Preferred Units. (c) 17.11.3 With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing)Person, in whose name such Units are registered, such other Person shall, in exercising the voting or consent rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) 17.11.3 (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.313.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Outstanding Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. Each Common Unit shall entitle the holder thereof (other than a Non-Voting Common Unitholder) to one vote for each Common Unit held of record by such holder as of the relevant Record Date. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Notwithstanding any other provision of this Agreement, for the avoidance of doubt, a Non-Voting Common Unitholder shall be subject to the limitations on voting set forth in this Section 13.12(c) for so long as it is a Limited Partner or Beneficially Owns any Common

Voting and Other Rights. (a) Only those Record Holders of the Units Outstanding Voting Shares on the Record Date set pursuant to Section 13.6 12.5 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote atat (in person or by proxy), a meeting of Limited Partners Members or to act with respect to matters as to which the holders of the Outstanding Units Voting Shares have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Voting Shares shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsVoting Shares. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Voting Shares that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Voting Shares are registered, such other Person shall, in exercising the voting rights in respect of such Units Voting Shares on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Voting Shares in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership Company shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c12.11(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Each Member holding Voting Shares shall be entitled to one vote for each Outstanding Share that is registered in the name of such Member on the Record Date for such meeting; provided, however, that the Company shall not be entitled to vote Shares that are owned, directly or indirectly, by the Company, and any such Shares that are not entitled to be voted pursuant to this provision shall not be deemed to be Outstanding for purposes of determining a quorum under Section 12.8.

Voting and Other Rights. (a) Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 15.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the US-DOCS\98994761.5 foregoing), in whose name such Units are registered, such broker, dealer or other Person agent shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c15.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.310.4. (c) With respect to any vote or act that may be taken by the Record Holders of the Outstanding Common Units as specified in this Agreement, each Outstanding Common Unit shall be entitled to one (1) vote per that Outstanding Common Unit. The Record Holders of the Outstanding Common Units shall always vote together as a class upon any matter which they have the right to vote or act pursuant to this Agreement.

Voting and Other Rights. (a) Only those Record Holders of the Units Outstanding Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. Each Common Unit shall entitle the holder thereof (other than a Non-Voting Unitholder) to one vote for each Common Unit held of record by such holder as of the relevant Record Date. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Notwithstanding any other provision of this Agreement, for the avoidance of doubt, a Non-Voting Unitholder shall be subject to the limitations on voting set forth in this Section 13.12(c) for so long as it is a Limited Partner or Beneficially Owns any Common Units. Notwithstanding any other provision of this Agreement or the terms of any Common Units, a Non-Voting Unitholder shall have no voting rights whatsoever with respect to the Partnership, including any voting rights that may otherwise exist for Limited Partners or holders of Common Units hereunder, under the Act, at law, in equity or otherwise; provided that any amendment of this Agreement that would have a material adverse effect on the rights or preferences of the Common Units Beneficially Owned by Non-Voting Unitholders in relation to other Common Units (treating the Common Units Beneficially Owned by Non-Voting Unitholders as a separate class for this purpose) must be approved by the holders of not less than a majority of the Common Units Beneficially Owned by the Non-Voting Unitholders. Each Non-Voting Unitholder hereby further irrevocably waives any right it may otherwise have to vote to elect or appoint a successor General Partner or Liquidator under the Act in its capacity as Limited Partner or with respect to any Common Units owned by it.

Voting and Other Rights. (a) Only those Record Holders of the Outstanding Voting Units on the Record Date set pursuant to Section 13.6 12.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote atat (in person or by proxy), a meeting of Limited Partners Members or to act with respect to matters as to which the holders of the Outstanding Voting Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Voting Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Voting Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Voting Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Voting Units are registered, such other Person shall, in exercising the voting rights in respect of such Voting Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Voting Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership Company shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c12.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Each Member holding Voting Units shall be entitled to one vote for each Outstanding Unit that is registered in the name of such Member on the Record Date for such meeting; provided, however, that the Company shall not be entitled to vote Units that are owned, directly or indirectly, by the Company, and any such Units that are not entitled to be voted pursuant to this provision shall not be deemed to be Outstanding for purposes of determining a quorum under Section 12.9.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Limited Partner Interests. (b) Only those Record Holders of the Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series B Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series B Preferred Units. (d) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)18.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (ce) Only those Record Holders of the Series D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 19.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series D Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series D Preferred Units have the right to vote or to act (including matters with respect to which the Series D Preferred Holders are entitled to vote, including on an “as if” converted basis, pursuant to Section 19.4). All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series D Preferred Units. (f) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(f) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 15.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such broker, dealer or other Person agent shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c15.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.310.4. (c) With respect to any vote or act that may be taken by the Record Holders of the Outstanding Common Units as specified in this Agreement, each Outstanding Common Unit shall be entitled to one (1) vote per that Outstanding Common Unit. The Record Holders of the Outstanding Common Units shall always vote together as a class upon any matter which they have the right to vote or act pursuant to this Agreement.

Voting and Other Rights. (a) 14.11.1. Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 14.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes votes, consents or approvals of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes votes, consents, approvals or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders 14.11.2. Each Outstanding Unit shall entitle the holder thereof to one vote for the purposes of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, any approval at a meeting of Limited Partners holding Series C Preferred Units or to act by written consent. 14.11.3. Limited Partners shall have consent rights with respect to certain fundamental matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references and Related Party Transactions in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references accordance with and to the votes or acts extent required by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, and with respect to any other matters that require the Record Holders consent of such Outstanding Series C Preferred UnitsLimited Partners in accordance with applicable laws and stock exchange rules. (c) 14.11.4. With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such other Person shall, in exercising the voting or consent rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) 14.11.3 (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.310.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Limited Partner Interests. (b) Only those Record Holders of the Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series B Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series B Preferred Units. (d) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)18.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (ce) Only those Record Holders of the Series D Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 19.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series D Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series D Preferred Units have the right to vote or to act (including matters with respect to which the Series D Preferred Holders are entitled to vote, including on an “as if” converted basis, pursuant to Section 19.4). All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series D Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series D Preferred Units. (f) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(f) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Outstanding Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. Each Common Unit shall entitle the holder thereof (other than a Non-Voting Common Unitholder) to one vote for each Common Unit held of record by such holder as of the relevant Record Date. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Notwithstanding any other provision of this Agreement, for the avoidance of doubt, a Non-Voting Common Unitholder shall be subject to the limitations on voting set forth in this Section 13.12(c) for so long as it is a Limited Partner or Beneficially Owns any Common Units. Notwithstanding any other provision of this Agreement or the terms of any Common Units, a Non-Voting Common Unitholder shall have no voting rights whatsoever with respect to the Partnership, including any voting rights that may otherwise exist for Limited Partners or holders of Common Units hereunder, under the Act, at law, in equity or otherwise; provided that any amendment of this Agreement that would have a material adverse effect on the rights or preferences of the Common Units Beneficially Owned by Non-Voting Common Unitholders in relation to other Common Units (treating the Common Units Beneficially Owned by Non-Voting Common Unitholders as a separate class for this purpose) must be approved by the holders of not less than a majority of the Common Units Beneficially Owned by the Non-Voting Common Unitholders. Each Non-Voting Common Unitholder hereby further irrevocably waives any right it may otherwise have to vote to elect or appoint a successor General Partner or Liquidator under the Act in its capacity as Limited Partner or with respect to any Common Units owned by it.

Voting and Other Rights. (a) Only those Record Holders of the Units on the Record Date set pursuant to Section 13.6 15.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units are registered, such broker, dealer or other Person agent shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c15.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.310.4. (c) With respect to any vote or act that may be taken by the Record Holders of the Outstanding Class A Units as specified in this Agreement, each Outstanding Class A Unit shall be entitled to one (1) vote per that Outstanding Class A Unit. The Record Holders of the Outstanding Class A Units shall always vote together as a class upon any matter which they have the right to vote or act pursuant to this Agreement.

Voting and Other Rights. (a) Only those Record Holders of the Units Outstanding Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”” and the limitations set forth in Section 13.4(b)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. Each Common Share shall entitle the holder thereof (other than a Non-Voting Shareholder) to one vote for each Common Share held of record by such holder as of the relevant Record Date. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial ownerBeneficial Owner, and the Partnership Company shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Notwithstanding any other provision of this Agreement, for the avoidance of doubt, a Non-Voting Shareholder shall be subject to the limitations on voting set forth in this Section 13.12(c) for so long as it is a Limited Partner or Beneficially Owns any Common Shares. Notwithstanding any other provision of this Agreement or the terms of any Common Shares, a Non-Voting Shareholder shall have no voting rights whatsoever with respect to the Company, including any voting rights that may otherwise exist for Limited Partners or holders of Common Shares hereunder, under the Act, at law, in equity or otherwise; provided that any amendment of this Agreement that would have a material adverse effect on the rights or preferences of the Common Shares Beneficially Owned by Non-Voting Shareholders in relation to other Common Shares (treating the Common Shares Beneficially Owned by Non-Voting Shareholders as a separate class for this purpose) must be approved by the holders of not less than a majority of the Common Shares Beneficially Owned by the Non-Voting Shareholders. Each Non-Voting Shareholder hereby further irrevocably waives any right it may otherwise have to vote to elect or appoint a successor General Partner or Liquidator under the Act in its capacity as Limited Partner or with respect to any Common Shares owned by it.

Voting and Other Rights. (a) Only those Record Holders of the Outstanding Units (other than Outstanding Series A Preferred Units and Outstanding Series B Preferred Units) and Member Interests on the Record Date set established pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) 11.5 shall be entitled to notice of, and to vote at, a meeting of Limited Partners Members or to act with respect to matters as to which the holders of the Outstanding Units and Member Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units (other than Outstanding Series A Preferred Units, Outstanding Series B Preferred Units, and Outstanding Series C Preferred Units) and Member Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsUnits and Member Interests. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Outstanding Units or Member Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Outstanding Units or Member Interests are registered, such other Person shall, in exercising the voting rights in respect of such Outstanding Units or Member Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Outstanding Units or Member Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership Company shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c11.11(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Limited Partner Interests. (b) Only those Record Holders of the Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series B Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series B Preferred Units. (d) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)18.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (ce) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(e) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. (b) Only those Record Holders of the Series C A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C A Preferred Units. (c) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) 18.11.1 Only those holders of Units of the class or series for which a meeting has been called who are Record Holders of the Units on the Record Date set pursuant to Section 13.6 18.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Units have the right to vote or to act. All Notwithstanding the definition of “Limited Partner,” all references in this Agreement to votes votes, consents or approvals of, or other acts that may be taken by, the Outstanding Units shall be deemed to be references to the votes votes, consents, approvals or acts of the Record Holders of such Outstanding Units. (b) Only those Record Holders 18.11.2 Each Outstanding Unit shall entitle the holder thereof to one vote for the purposes of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition any approval at a meeting of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall Partners or by written consent, provided that Redemption- Exchange Unitholders will only be entitled to notice of, and to vote at, a meeting maximum number of Limited Partners holding Series C Preferred Units or to act with votes in respect to matters as to which the holders of the Outstanding Series C Preferred Redemption Exchange Units have the right equal to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts 49% of the Record Holders total voting power of such all Outstanding Series C Preferred Units. (c) 18.11.3 With respect to Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing)Person, in whose name such Units are registered, such other Person shall, in exercising the voting or consent rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c) 18.11.3 (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.314.3.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Units Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Units Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding UnitsLimited Partner Interests. (b) Only those Record Holders of the Series C A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C A Preferred Units. (c) Only those Record Holders of the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series B Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series B Preferred Units. (d) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(d) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) Only those Record Holders of the Voting Units on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote atat (in person or by proxy), a meeting of Limited Partners or to act with respect to matters as to which the holders of the Outstanding Voting Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Voting Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Voting Units. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Voting Units that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Voting Units are registered, such other Person shall, in exercising the voting rights in respect of such Voting Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Voting Units in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(b) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3. (c) Each Limited Partner holding Voting Units shall be entitled to one vote for each Outstanding Unit that is registered in the name of such Limited Partner on the Record Date for such meeting; provided, however, that the General Partner and the Partnership shall not be entitled to vote Units that are owned, directly or indirectly, by the General Partner or by the Partnership, and any such Units that are not entitled to be voted pursuant to this provision shall not be deemed to be Outstanding for purposes of determining a quorum under Section 13.9.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Limited Partner Interests. (b) Only those Record Holders of the Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set Table of Contents forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series B Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series B Preferred Units. (d) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)18.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (ce) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(e) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.

Voting and Other Rights. (a) Only those Record Holders of the Units who are Limited Partners on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) 10.7 shall be entitled to notice of, of and to vote at, a meeting of the Limited Partners or to act with respect to matters as to which the holders of the Outstanding consents are solicited. With respect to Units that are held by persons who have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken bynot been admitted as Limited Partners, the Outstanding Units shall General Partner will be deemed to be references the Limited Partner with respect to such Units and will vote such Units in the votes or acts of same percentages as the Record Holders of such Outstanding Unitsother Units have been voted with respect to a particular matter. (b) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (c) With respect to Units that are held for a Person’s account by another Person (Person, such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such the Units are registered, such broker, dealer or other Person agent shall, in exercising the voting rights in respect of such Units on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units in favor of, and at the direction of, the Person who on whose behalf such broker, dealer or other agent is the beneficial owner, holding such Units and the Partnership shall be entitled to assume it is so acting without further inquiry. (c) Except as otherwise provided in this Agreement, a General Partner that is also a Limited Partner may vote its Percentage Interest represented by Units on any matter submitted to the Limited Partners for consideration in such manner as it in its sole discretion shall determine. (d) As to any matter that may be voted on by the Limited Partners, the Limited Partners may vote in person or by proxy, and such proxy may be granted in writing, by means of electronic transmission or as otherwise permissible by applicable law. The provisions A consent transmittal by electronic transmission by a Limited Partner (or by a person or persons authorized to act for a Limited Partner) shall be deemed to be written and signed for purposes of this Section 13.12(c) (as well as all other provisions Article X. For purposes of this Agreement) are subject to subsection, the provisions term “electronic transmission” means any form of Section 4.3communication not directly involving the physical transmission of paper that creates a record that may be retained, retrieved and reviewed by a recipient thereof and that may be directly reproduced in paper form by such a recipient through an automated process.

Voting and Other Rights. (a) Only those Record Holders of the Units Limited Partner Interests on the Record Date set pursuant to Section 13.6 (and also subject to the limitations contained in the definition of “Outstanding”) shall be entitled to notice of, and to vote at, a meeting of Limited Partners Unitholders or to act with respect to matters as to which the holders of the Outstanding Limited Partner Interests have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Limited Partner Interests shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Limited Partner Interests. (b) Only those Record Holders of the Series A Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 16.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series A Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series A Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series A Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series A Preferred Units. (bc) Only those Record Holders of the Series B Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 17.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series B Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series B Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series B Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series B Preferred Units. (d) Only those Record Holders of the Series C Preferred Units on the Record Date set pursuant to Section 13.6 (and subject to the limitations contained in the definition of “Outstanding” and the limitations set forth in Section 5.11(b)(iii)18.4) shall be entitled to notice of, and to vote at, a meeting of Limited Partners holding Series C Preferred Units or to act with respect to matters as to which the holders of the Outstanding Series C Preferred Units have the right to vote or to act. All references in this Agreement to votes of, or other acts that may be taken by, the Outstanding Series C Preferred Units shall be deemed to be references to the votes or acts of the Record Holders of such Outstanding Series C Preferred Units. (ce) With respect to Units Limited Partner Interests that are held for a Person’s account by another Person (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), in whose name such Units Limited Partner Interests are registered, such other Person shall, in exercising the voting rights in respect of such Units Limited Partner Interests on any matter, and unless the arrangement between such Persons provides otherwise, vote such Units Limited Partner Interests in favor of, and at the direction of, the Person who is the beneficial owner, and the Partnership shall be entitled to assume it is so acting without further inquiry. The provisions of this Section 13.12(c13.12(e) (as well as all other provisions of this Agreement) are subject to the provisions of Section 4.3.