LIMITED PARTNERSHIP AGREEMENT OF BFP-JMB 245 PARK, L.P.Limited Partnership Agreement • December 31st, 2014 • JMB 245 Park Avenue Associates LTD • Land subdividers & developers (no cemeteries) • Delaware
This Limited Partnership Agreement (this “Agreement”) of BFP-JMB 245 PARK, L.P., a Delaware limited partnership (the “Partnership”), is made effective as of December 29, 2014 by BROOKFIELD FINANCIAL PROPERTIES, L.P., a Delaware limited partnership (the “BFP Partner”) and JMB 245 PARK AVENUE HOLDING COMPANY, LLC, a Delaware limited liability company (the “JMB Partner”) pursuant to and in accordance with the Delaware Revised Uniform Limited Partnership Act (6 Del.C. § 17-101, et seq.), as amended from time to time (the “Act”). Capitalized terms used in this Agreement which are not otherwise defined in Schedule B hereto shall have the respective meanings given those terms under the Act.
ASSIGNMENT AND REDEMPTION AGREEMENT (TRANSFER OF CLASS J UNITS FROM BFP LP TO JMB)Assignment and Redemption Agreement • December 31st, 2014 • JMB 245 Park Avenue Associates LTD • Land subdividers & developers (no cemeteries) • Delaware
THIS ASSIGNMENT AND REDEMPTION AGREEMENT (this “Assignment”), dated as of December 29, 2014, is entered into between Brookfield Financial Properties, L.P., a Delaware limited partnership (“BFP LP”) and JMB 245 Park Avenue Holding Company, LLC, a Delaware limited liability company (“JMB” and, together with BFP LP, the “Parties”).
