Examples of Series D Limited Partner in a sentence
To the extent any such attempted exchange for Series D Preferred Shares would be in violation of the previous sentence, it shall be void ab initio and such Series D Limited Partner shall not acquire any rights or economic interest in the Series D Preferred Shares otherwise issuable upon such exchange.
Notwithstanding any provision of this Agreement to the contrary, no Series D Limited Partner shall be entitled to effect an exchange of Series D Preferred Units for Series D Preferred Shares to the extent that ownership or right to acquire such shares would cause the Partner or any other Person or, in the opinion of counsel selected by AMB, may cause the Partner or any other Person, to violate the restrictions on ownership and transfer of Series D Preferred Shares set forth in the REIT Charter.
To the extent any such attempted exchange for REIT Series D Preferred Shares would be in violation of the previous sentence, it shall be void ab initio and such Series D Limited Partner shall not acquire any rights or economic interest in the REIT Series D Preferred Shares otherwise issuable upon such exchange.
Notwithstanding any provision of this Agreement to the contrary, no Series D Limited Partner shall be entitled to effect an exchange of Series D Preferred Units for Series D Preferred Shares to the extent that ownership or right to acquire such shares would cause the Partner or any other Person or, in the opinion of counsel selected by AMB, may cause the Partner or any other Person, to violate the restrictions on ownership and transfer of Series D Preferred 83 88 Shares set forth in the REIT Charter.
Each Series D Limited Partner further agrees that, in the event any state or local property transfer tax or sales tax is payable as a result of the transfer of its Series D Preferred Units to the General Partner (or its designee), such Series D Limited Partner shall assume and pay such transfer and/or sales tax.
Each Series D Limited Partner covenants and agrees with the General Partner that all Series D Preferred Units tendered to the General Partner in accordance with the exercise of Series D Rights herein provided shall be delivered to the General Partner free and clear of all Liens, and should any Liens exist or arise with respect to such Series D Preferred Units, the General Partner shall be under no obligation to acquire the same.
In addition to the foregoing, the Partnership will not (x) enter into any contract, mortgage, loan or other agreement that prohibits or restricts, or has the effect of prohibiting or materially restricting, the ability of a Series D Limited Partner to exercise its rights set forth herein to effect in full an exchange or redemption pursuant to Section 1.7 of Exhibit I, except with the written consent of such Series D Limited Partner.