Common use of Assignees Clause in Contracts

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series B Preferred Shares set forth in Section 17.8, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net LossesLoss, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder Holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, 8.6 and the right of exchange for REIT Series J A Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.816.7, but shall not be deemed to be a holder Holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 11.4 as a Substituted Limited Partner, as described in Section 11.411.5, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If A. In the General event of the death or incapacity of any Limited Partner who is a natural person, such Limited Partner, in its sole and absolute discretion, 's legal representatives shall have such rights as are afforded them by the Act. The death of a Limited Partner shall not dissolve the Partnership. B. An Assignee of a Limited Partner who does not consent to the admission of any permitted transferee under become a Substitute Limited Partner in accordance with Section 11.3 as a Substituted Limited Partnershall, as described if such assignment is in Section 11.4, such transferee shall be considered an Assignee for purposes compliance with the terms of this Agreement. An Assignee shall be , have the right to receive the same share of Profits, Losses, Tax Credits and Distributions of the Partnership to which the assigning Limited Partner would have been entitled to all the rights of an assignee of a limited partnership interest if no such assignment had been made by such Limited Partner but, except as otherwise required under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the shall have no other rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented granted to the Limited Partners for approval (under this Agreement. C. Any Limited Partner who shall assign all of such Consent remaining with the transferor Limited Partner). 's Limited Partnership Interest shall cease to be a Limited Partner of the Partnership, and shall no longer have any rights or privileges or obligations of a Limited Partner except that, unless and until the Assignee of such Limited Partner is admitted to the Partnership as a Substitute Limited Partner in accordance with Section 11.3, said assigning Limited Partner shall retain the statutory rights and be subject to the statutory obligations of an assignor limited partner under the Act as well as the obligation to make the Capital Contributions attributable to the Limited Partnership Interest in question, if any portion thereof remains unpaid. D. In the event of any assignment of a Limited Partnership Interest, there shall be filed with the Partnership a duly executed and acknowledged counterpart of the instrument making such assignment; such instrument must evidence the written acceptance of the Assignee to all the terms and provisions of this Agreement; and if such an instrument is not so filed, the Partnership need not recognize any such transferee assignment for any purpose. E. An Assignee of a Limited Partnership Interest who does not become a Substitute Limited Partner as provided in Section 11.3 and who desires to make a further assignment of any such Assignee's Limited Partnership Units, such transferee Interest shall be subject to all the provisions of this Article Section 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of such Limited Partner's Limited Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warrantiesInterest.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, 11 and the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption rights to effect an Exchange or a Put provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 8.6 and the right of redemption or exchange for REIT Series K A Preferred Shares set forth provided in Section 19.816.7, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner's consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series C Preferred Shares set forth in Section 8.616.8, the right of exchange for Series J D Preferred Shares set forth in Section 18.8 17.8, and the right of exchange for Series K E Preferred Shares set forth in Section 19.818.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If Any Person who acquires in any manner whatsoever any Interest, irrespective of whether such Person has accepted and adopted in writing the General Partner, in its sole terms and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes provisions of this Agreement. An Assignee , shall be entitled deemed by the acceptance of the benefit of the acquisition thereof to have agreed to be subject to and bound by all the obligations of this Agreement that any predecessor in interest of such Person was subject to or bound by. A Person acquiring an Interest, including the personal representatives and heirs of a deceased Partner, shall have only such rights, and shall be subject to all the rights obligations, as are set forth in this Agreement; and, without limiting the generality of the foregoing, such Person shall not have any right to have the value of his Interest ascertained or receive the value of such Interest or, in lieu thereof, profits attributable to any right in the Partnership, except as herein set forth. Any Assignee of an assignee Interest pursuant to an Assignment satisfying the conditions of this Article X who does not become a limited partnership interest under the Act, including Substituted Partner in accordance with this Article X shall have the right to receive the same share of the Profits and Losses and distributions from of the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to which his Assignor would have been entitled. If such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee Assignee desires to make a further assignment an Assignment of any such Partnership Unitshis Interest, such transferee he shall be subject to all the provisions of this Article 11 X to the same extent and in the same manner as any Limited Partner desiring to make an assignment Assignment. Any Partner who shall Assign all of Partnership Units. Notwithstanding anything contained in this Agreement his Interest shall cease to the contrarybe a Partner and shall no longer have any rights or privileges of a Partner except that, as a condition to becoming an Assignee, any prospective unless and until his Assignee must first execute and deliver is admitted to the Partnership as a Substituted Partner in accordance with this Article X, such Assignor shall retain all rights and be subject to all obligations under the Uniform Act. In the event of an acknowledgment that each Assignment, the obligation of the representations Assignor to make Capital Contributions hereunder shall be extinguished only by and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required of Capital Contributions made by him or his Assignee. In the event that an Assignment shall be made, there shall be filed with the Partnership a duly executed and acknowledged counterpart of the instrument making such representations or warrantiesAssignment. Such instrument must evidence the written acceptance of the Assignee to all the terms and provisions of this Agreement. If such an instrument is not so filed, the Partnership need not recognize any such purported Assignment for any purpose.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Common Units assigned to such transferee, the rights to transfer the Partnership Common Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder Holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Common Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Common Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Common Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If A. In the General Partnerevent of the death or incapacity of any Limited Partner who is a natural person, in its sole and absolute discretion, his legal representatives shall have such rights as are afforded them by the Act. The death of a Limited Partner shall not dissolve the Partnership. B. An Assignee of a Limited Partner who does not consent to the admission of any permitted transferee under become a Substitute Limited Partner in accordance with Section 11.3 as a Substituted Limited Partnershall, as described if such assignment is in Section 11.4, such transferee shall be considered an Assignee for purposes compliance with the terms of this Agreement. An Assignee shall be , have the right to receive the same share of Profits, Losses, Tax Credits and Distributions of the Partnership to which the assigning Limited Partner would have been entitled to all the rights of an assignee of a limited partnership interest if no such assignment had been made by such Limited Partner but, except as otherwise required under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the shall have no other rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented granted to the Limited Partners for approval (under this Agreement. C. Any Limited Partner who shall assign all of its Limited Partnership Interest shall cease to be a Limited Partner of the Partnership, and shall no longer have any rights or privileges or obligations of a Limited Partner except that, unless and until the Assignee of such Consent remaining Limited Partner is admitted to the Partnership as a Substitute Limited Partner in accordance with Section 11.3, said assigning Limited Partner shall retain the transferor statutory rights and be subject to the statutory obligations of an assignor limited partner under the Act as well as the obligation to make the Capital Contributions attributable to the Limited Partner). Partnership Interest in question, if any portion thereof remains unpaid. D. In the event of any assignment of a Limited Partnership Interest, there shall be filed with the Partnership a duly executed and acknowledged counterpart of the instrument making such assignment; such instrument must evidence the written acceptance of the Assignee to all the terms and provisions of this Agreement; and if such an instrument is not so filed, the Partnership need not recognize any such transferee assignment for any purpose. E. An Assignee of a Limited Partnership Interest who does not become a Substitute Limited Partner as provided in Section 11.3 and who desires to make a further assignment of any such its Limited Partnership Units, such transferee Interest shall be subject to all the provisions of this Article Section 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of its Limited Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warrantiesInterest.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as Table of Contents described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, 11 and the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder Holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If A. Subject to the General Partnerprovisions of Section 8.3 hereof, in its sole and absolute discretion, an assignee of a Limited Partner who does not consent become a Substituted Limited Partner as provided aforesaid shall only have the right to receive the admission distributions of any permitted transferee under Section 11.3 as the Partnership to which the assigning Limited Partner would have been entitled if no such assignment had been made by such Limited Partner. In particular, an assignee, who does not become a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes have no right (i) to require any information from the Partnership or (ii) to require any accounting of this Agreement. An Assignee shall be entitled Partnership transactions or (iii) to all inspect the rights Partnership books or (iv) to exercise any privilege or right of a Limited Partner which is not specifically granted to an assignee of a limited partnership partner interest under the Act, including State Uniform Limited Partnership Law. B. Any Limited Partner who shall assign all his interest in the right Partnership shall cease to receive distributions from be a Limited Partner of the Partnership and shall no longer have any rights or privileges of a Limited Partner, except that unless and until a Substituted Limited Partner is admitted in his stead, such assigning Limited Partner shall retain the share statutory rights of Net Income, Net Losses, gain and loss attributable an assignor of a limited partner interest specifically granted to an assignor under the State Uniform Limited Partnership Law. C. Subject to the Partnership Units assigned to such transfereeprovisions of Section 7.1 hereof, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any assignment of the interest of a Limited Partner shall be made, there shall be filed with the Partnership a duly executed counterpart of the instrument making such transferee assignment in form and substance reasonably acceptable to the Partnership; such instrument must evidence the written acceptance by the assignee of all the terms and provisions of this Agreement and must represent that such assignment was made in accordance with all applicable laws and regulations (including investment suitability standards); and if such an instrument is not so filed and if the assignor shall not have paid the Partnership's reasonable legal and accounting fees in connection with such assignment, the Partnership need not recognize any such assignment for any purpose. All such assignments will be effective as of the close of business on the last day of the calendar month in which the assignment occurs (and the provisions of this Section 7.3C have been complied with) or, at the General Partners' election, as of 7:00 o'clock A.M. on the following day. D. An assignee of the interest of a Limited Partner who does not become a Substituted Limited Partner as provided aforesaid and who desires to make a further assignment of any such Partnership Units, such transferee his interest shall be subject to all the provisions of this Article 11 Seven to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained his interest. E. If a Limited Partner dies, his executor, administrator or trustee, or, if he is adjudicated incompetent, his guardian, shall have all the rights of a Limited Partner for the purpose of settling or managing his estate and such power as the decedent or incompetent possessed to assign all or any part of his interest in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth to join with such assignee in Section 3.4 hereof are true and correct with respect satisfying conditions precedent to such prospective Assignee as assignee becoming a Substituted Limited Partner. The death of a Limited Partner shall not dissolve the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warrantiesPartnership.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 hereof as a Substituted Limited Partner, as described in Section 11.411.4 hereof, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net LossesLosses and other items of income, gain gain, loss, deduction and loss credit of the Partnership attributable to the Partnership Units assigned to such transferee, transferee and the rights to transfer Transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent or vote or effect a Redemption with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such right to Consent or vote or effect a Redemption, to the extent provided in this Agreement or under the Act, fully remaining with the transferor Limited Partner). In the event that any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 11.4 as a Substituted Limited Partner, as described in Section 11.411.5, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder Holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for REIT Series J A Preferred Shares set forth in Section 18.8 16.7 and the right of exchange for REIT Series K D Preferred Shares set forth in pursuant to Section 19.819.9, but shall not be deemed to be a holder Holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner’s consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, and the right of Class B Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, 23.4¸ but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner’s consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series D Preferred Shares set forth in Section 8.617.8, the right of exchange for Series J I Preferred Shares set forth in Section 18.8 22.8, and the right of exchange for Series K Preferred Shares Class B Redemption set forth in Section 19.8, 23.4¸ but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, 11 and the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption rights to effect an Exchange or a Put provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 8.6 and the right of redemption or exchange for REIT Series K A Preferred Shares set forth provided in Section 19.816.7 and the right of redemption or exchange for REIT Series B Preferred Shares provided in Section 17.7., but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner's consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series C Preferred Shares set forth in Section 8.616.8, the right of exchange for Series J D Preferred Shares set forth in Section 18.8 17.8, the right of exchange for Series E Preferred Shares set forth in Section 18.8, and the right of exchange for Series K F Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner's consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series D Preferred Shares set forth in Section 8.617.8, the right of exchange for Series J E Preferred Shares set forth in Section 18.8 18.8, the right of exchange for Series F Preferred Shares set forth in Section 19.8, the right of exchange for Series H Preferred Shares set forth in Section 21.8, and the right of exchange for Series K I Preferred Shares set forth in Section 19.822.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner's consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series D Preferred Shares set forth in Section 8.617.8, the right of exchange for Series J E Preferred Shares set forth in Section 18.8 and 18.8, the right of exchange for Series K F Preferred Shares set forth in Section 19.8, the right of exchange for Series H Preferred Shares set forth in Section 21.8, the right of exchange for Series I Preferred Shares set forth in Section 22.8, and the Class B Redemption set forth in Section 23.4, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If (a) The Partnership shall not recognize for any purpose any purported Assignment of an Interest of a Limited Partner unless all the provisions of this Agreement shall have been complied with and there shall have been filed with the Partnership a notification and/or agreement of such Assignment, in form satisfactory to the General Partner, executed and acknowledged by both the Limited Partner and the purchaser, assignee, transferee, or pledgee, as the case may be, and such notification and/or agreement (i) contains the acceptance by the purchaser, assignee, or transferee of all of the terms and provisions of this Agreement and the Subscription Materials; (ii) represents that such Assignment was made in accordance with all applicable laws and regulations; and (iii) contains such other matters as the General Partner shall determine in its sole discretion. Any Assignment shall be recognized by the Partnership as effective only as of such date as shall be designated by the Partnership as reasonably convenient for it. (b) Any Limited Partner who shall make a sale, transfer, or exchange of all of its Interest shall cease to be a Limited Partner, except that, unless and absolute discretionuntil a substituted Limited Partner is admitted in its stead as a substituted Limited Partner pursuant to this Article VIII, does not consent such assigning Limited Partner shall retain the statutory rights of the assignor of a Limited Partner’s Interest under the Act. Anything herein to the admission contrary notwithstanding, both the Partnership and the General Partner shall be entitled to treat the assignor of any permitted transferee under Section 11.3 an Interest as the absolute owner thereof in all respects and shall incur no liability for distributions made in good faith to it, until such time as the requirements of this Article VIII have been fulfilled. (c) Each assignee of a Substituted Limited Partner, as described a condition to its admission as a Limited Partner, shall execute and acknowledge such instruments, in Section 11.4form and substance satisfactory to the General Partner, as the General Partner deems necessary or advisable to effectuate such transferee shall admission and to confirm the agreement of the assignee to be considered an Assignee for purposes bound by all the terms and provisions of this Agreement. An Assignee Further, each assignee of a Limited Partner agrees, upon the request of the General Partner, to execute such certificates or other documents and perform such acts as the General Partner deems appropriate to preserve the limited liability status of the Partnership after the completion of any Assignment of an Interest. (d) Until an assignee shall have been admitted to the Partnership as a substituted Limited Partner pursuant to this Article VIII, such assignee shall be entitled to all of the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net IncomeCurrent Profit, Net LossesResidual Profit, Residual Loss, gain and loss attributable to the Partnership OP Units assigned to such transferee, the rights to transfer the Partnership OP Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership OP Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership OP Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership OP Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner's consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series D Preferred Shares set forth in Section 8.617.8, the right of exchange for Series J E Preferred Shares set forth in Section 18.8 and 18.8, the right of exchange for Series K F Preferred Shares set forth in Section 19.8, the right of exchange for Series H Preferred Shares set forth in Section 21.8, the right of exchange for Series I Preferred Shares set forth in Section 22.8, and the Class B Redemption set forth in Section 23.4 but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If Subject to SECTIONS 11.3(a) and 11.4(a), if the General Partner, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a 56 Substituted Limited Partner, as described in Section SECTION 11.4, such transferee shall be considered an Assignee for purposes and shall be subject to the effects of all other provisions of this Agreement. An Assignee shall be entitled only to all the economic rights to distributions and allocations of an assignee of the Partnership Units transferred (provided that an assignee of an Original Class A Limited Partner shall not be entitled to the economic rights of an Original Class A Limited Partner, but only the economic rights of a limited partnership interest under the ActClass A Limited Partner who is not an Original Class A Limited Partner with respect to each Class A Common Unit), including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain gain, loss and loss Recapture Income attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided in Section 8.6, the right of exchange for Series J Preferred Shares set forth in Section 18.8 and the right of exchange for Series K Preferred Shares set forth in Section 19.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to vote such Partnership Units on in any matter presented to the Limited Partners for approval a vote (such Consent remaining with Partnership Units being deemed to have been voted on such matter in the transferor same proportion as all Partnership Units held by Limited Partners are voted). For clarity and the avoidance of doubt, any Assignee shall only have the rights (including economic rights) of a holder of Class A Common Units who is not an Original Class A Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 ARTICLE XI to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.

Assignees. If the General Partner, with respect to a transferee requiring the General Partner's consent, does not consent, in its sole and absolute discretion, does not consent to the admission of any permitted transferee under Section 11.3 as a Substituted Limited Partner, as described in Section 11.4, such transferee shall be considered an Assignee for purposes of this Agreement. An Assignee shall be entitled to all the rights of an assignee of a limited partnership interest under the Act, including the right to receive distributions from the Partnership and the share of Net Income, Net Losses, gain and loss attributable to the Partnership Units assigned to such transferee, the rights to transfer the Partnership Units provided in this Article 11, the right of Redemption provided exchange for Series C Preferred Shares set forth in Section 8.616.8, the right of exchange for Series J D Preferred Shares set forth in Section 18.8 17.8, the right of exchange for Series E Preferred Shares set forth in Section 18.8, the right of exchange for Series F Preferred Shares set forth in Section 19.8, the right of exchange for Series G Preferred Shares set forth in Section 20.8, the right of exchange for Series H Preferred Shares set forth in Section 21.8, and the right of exchange for Series K I Preferred Shares set forth in Section 19.822.8, but shall not be deemed to be a holder of Partnership Units for any other purpose under this Agreement, and shall not be entitled to effect a Consent with respect to such Partnership Units on any matter presented to the Limited Partners for approval (such Consent remaining with the transferor Limited Partner). In the event any such transferee desires to make a further assignment of any such Partnership Units, such transferee shall be subject to all the provisions of this Article 11 to the same extent and in the same manner as any Limited Partner desiring to make an assignment of Partnership Units. Notwithstanding anything contained in this Agreement to the contrary, as a condition to becoming an Assignee, any prospective Assignee must first execute and deliver to the Partnership an acknowledgment that each of the representations and warranties set forth in Section 3.4 hereof are true and correct with respect to such prospective Assignee as of the date of the prospective assignment of the Partnership Interest to such prospective Assignee and will continue to be true to the extent required by such representations or warranties.