Common use of CAPITAL CONTRIBUTIONS AND ISSUANCES OF PARTNERSHIP INTERESTS Clause in Contracts

CAPITAL CONTRIBUTIONS AND ISSUANCES OF PARTNERSHIP INTERESTS. Section 4.1 Capital Contributions of the Partners; Restatement of Capital Accounts on the Effective Date ElderTrust Realty Group, Xxxxxx X. Xxxxxxx, Xx., D. Xxx XxXxxxxx, Xx. and ET Partnership previously made Capital Contributions to the Partnership. Pursuant to the Act and the Prior Agreement, the General Partner has been admitted to the Partnership as an additional limited partner without having made a capital contribution. On the Effective Date, ElderTrust Realty Group shall withdraw from the Partnership. Also on the Effective Date, ET Partnership shall be liquidated and Xxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxx, Xx. and MGI shall acquire the limited partnership interests previously held by ET Partnership. On the Effective Date, the General Partner and the Limited Partners other than MGI, Xxxxxx X. Xxxxxxx, Xx. and D. Xxx XxXxxxxx, Xx. shall make the Capital Contributions described in the section captioned "Formation Transactions" in the final prospectus of the General Partner in connection with the initial public offering of the Shares. On the Effective Date, the Partnership shall be recapitalized so that the Partners shall own Partnership Units in the amounts set forth in Exhibit A and shall have a Percentage Interest in the Partnership as set forth in Exhibit A, which Percentage Interest shall be adjusted in Exhibit A from time to time by the General Partner to the extent necessary to reflect accurately redemptions, Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on a Partner's Percentage Interest. To the extent the Partnership acquires any property by the merger of any other Person into the Partnership, Persons who receive Partnership Interests in exchange for their interests in the Person merging into the Partnership shall become Partners and shall be deemed to have made Capital Contributions as provided in the applicable merger agreement and as set forth in Exhibit A. A number of Partnership Units held by the General Partner equal to one-tenth of one percent (0.1%) of all outstanding Partnership Units (as of the Effective Date) shall be deemed to be the General Partner Partnership Units and shall be the General Partnership Interest of such General Partner. All other Partnership Units held by the General Partners shall be deemed to be Limited Partnership Interests and shall be held by the General Partner in its capacity as a Limited Partner in the Partnership. Except as provided in Sections 7.5 and 10.5 hereof, the Partners shall have no obligation to make any additional Capital Contributions or provide any additional funding to the Partnership (whether in the form of loans, repayments of loans or otherwise). Except for those Partners listed on Exhibit G who have entered into one or more Deficit Restoration Obligation Agreements and have agreed thereby to contribute an amount of cash up to the amount listed next to each such Partner's name on Exhibit G in the event of the liquidation of the Partnership pursuant to Article XIII, no Partner shall have any obligation to restore any deficit that may exist in its Capital Account, either upon a liquidation of the Partnership or otherwise.

CAPITAL CONTRIBUTIONS AND ISSUANCES OF PARTNERSHIP INTERESTS. Section 4.1 Capital Contributions of the Partners; Restatement of Capital Accounts on the Effective Date ElderTrust Realty GroupHereof HMC Real Estate Corporation and Xxxxxxxxxxx X. Xxxxxxxx as predecessors to HMC Real Estate LLC and [Host Marriot Hospitality LLC], Xxxxxx X. Xxxxxxxrespectively, Xx., D. Xxx XxXxxxxx, Xx. and ET Partnership previously made Capital Contributions to the Partnership. Pursuant to the Act and the Prior Agreement, the HMC Real Estate LLC has assigned its General Partner has been admitted Partnership Interest to the Partnership as an additional limited partner without having made a capital contribution. On the Effective Date, ElderTrust Realty Group shall withdraw from the Partnership. Also on the Effective Date, ET Partnership shall be liquidated and Xxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxx, Xx. and MGI shall acquire the limited partnership interests previously held by ET Partnership. On the Effective Date, the General Partner and [Host Marriott Hospitality LLC] has assigned Limited Partnership Interest to the Limited General Partner. On the date hereof, the Partners other than MGI, Xxxxxx X. Xxxxxxx, Xx. and D. Xxx XxXxxxxx, Xx. shall make made the Capital Contributions described in the section captioned "Formation Transactions" in the final prospectus of the General Partner in connection with the initial public offering of the Shares. Exhibit E. On the Effective Date, date --------- hereof the Partnership shall be recapitalized so that the Partners shall own Partnership Units in the amounts set forth in Exhibit A and shall have a Percentage Interest --------- in the Partnership as set forth in Exhibit A, which Percentage Interest shall be --------- adjusted in Exhibit A from time to time by the General Partner to the extent --------- necessary to reflect accurately redemptions, Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on a Partner's Percentage Interest. To the extent the Partnership acquires any property by the merger of any other Person into the Partnership, Persons who receive Partnership Interests in exchange for their interests in the Person merging into the Partnership shall become Partners and shall be deemed to have made Capital Contributions as provided in the applicable merger agreement (or if not so provided, as determined by the General Partner in its sole discretion) and as set forth in Exhibit A. A number of Partnership Units held by the General Partner equal to one-one tenth of --------- one percent (0.1%) of all outstanding Partnership Units (as of the Effective Datedate hereof) shall be deemed to be the General Partner Partnership Units and shall be the General Partnership Interest of such the General Partner. All other Partnership Units held by the General Partners Partner shall be deemed to be Limited Partnership Interests and shall be held by the General Partner in its capacity as a Limited Partner in the Partnership. Except as provided in Sections 7.5 and 10.5 hereof, the Partners shall have no obligation to make any additional Capital Contributions or provide any additional funding to the Partnership (whether in the form of loans, repayments of loans or otherwise). Except for those Partners listed on Exhibit G who have entered into one or more Deficit Restoration Obligation Agreements and have agreed thereby to contribute an amount of cash up to the amount listed next to each such Partner's name on Exhibit G in the event of the liquidation of the Partnership pursuant to Article XIII, no No Partner shall have any obligation to restore any deficit that may exist in its Capital Account, either upon a liquidation of the Partnership or otherwise.

CAPITAL CONTRIBUTIONS AND ISSUANCES OF PARTNERSHIP INTERESTS. Section SECTION 4.1 Capital Contributions of the Partners; Restatement of Capital Accounts on the Effective Date ElderTrust Realty Group, Xxxxxx X. Xxxxxxx, Xx., D. Xxx XxXxxxxx, XxCAPITAL CONTRIBUTIONS OF THE PARTNERS A. CAPITAL CONTRIBUTIONS TO THE PARTNERSHIP PRIOR TO OR ON THE EFFECTIVE DATE. and ET Partnership The Partners previously made Capital Contributions to the Partnership. Pursuant to , as set forth in the Act books and records of the Prior Agreement, the General Partner has been admitted to the Partnership as an additional limited partner without having made a capital contribution. On the Effective Date, ElderTrust Realty Group shall withdraw from the Partnership. Also on the Effective Date, ET Partnership shall be liquidated and Xxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxx, Xx. and MGI shall acquire the limited partnership interests previously held by ET Partnership. On the Effective Date, the General Partner shall complete EXHIBIT A hereto to reflect the Capital Accounts, the Partnership Units assigned to each Partner and the Limited Partners other than MGI, Xxxxxx X. Xxxxxxx, Xx. and D. Xxx XxXxxxxx, Xx. shall make the Capital Contributions described Percentage Interest in the section captioned "Formation Transactions" in the final prospectus of the General Partner in connection with the initial public offering of the SharesPartnership represented by such Partnership Units. On the Effective Date, the Partnership shall be recapitalized so that restate the Partners shall own Partnership Units in the amounts set forth in Exhibit A and shall have a Percentage Interest in the Partnership as set forth in Exhibit A, which Percentage Interest shall be adjusted in Exhibit A from time to time by the General Partner to the extent necessary to reflect accurately redemptions, Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on a Partner's Percentage Interest. To the extent the Partnership acquires any property by the merger of any other Person into the Partnership, Persons who receive Partnership Interests in exchange for their interests in the Person merging into the Partnership shall become Partners and shall be deemed to have made Capital Contributions as provided in the applicable merger agreement and as set forth in Exhibit A. A number of Partnership Units held by each Partner so that, after giving effect to such restatement, the General number of Partnership Units held by each Partner shall be equal to one-tenth the product of (i) the number of Partnership Units held by such Partner immediately prior to the Effective Date multiplied by (ii) the fraction of a share of CPT that each holder of one percent share of Paragon Group, Inc. received in connection with the merger of Paragon Group, Inc. with Camden Subsidiary pursuant to the Merger Agreement (0.1%) determined without regard to provisions of all outstanding the Merger Agreement related to fractional shares). The number of Partnership Units (Units, as restated, held by each Partner shall be set forth on EXHIBIT A hereto. The Capital Accounts of the Partners and the Carrying Values of the Partnership's Assets shall be restated as of the Effective Date pursuant to Section I.D of EXHIBIT B hereto to reflect the Capital Contributions made prior to or on the Effective Date) shall be deemed , with each Partner having a Capital Account on the Effective Date, after giving effect to any Capital Contributions to be made on the General Partner Effective Date, equal to the product of (i) the number of Partnership Units and shall be owned by such Partner multiplied by (ii) the General Partnership Interest Value, on the Effective Date, of such General Partner. All other Partnership Units held by the General Partners shall be deemed to be Limited Partnership Interests and shall be held by the General Partner in its capacity as a Limited Partner in the Partnership. Except as provided in Sections 7.5 and 10.5 hereof, the Partners shall have no obligation to make any additional Capital Contributions or provide any additional funding to the Partnership one (whether in the form of loans, repayments of loans or otherwise). Except for those Partners listed on Exhibit G who have entered into one or more Deficit Restoration Obligation Agreements and have agreed thereby to contribute an amount of cash up to the amount listed next to each such Partner's name on Exhibit G in the event of the liquidation of the Partnership pursuant to Article XIII, no Partner shall have any obligation to restore any deficit that may exist in its Capital Account, either upon a liquidation of the Partnership or otherwise1) Share.

CAPITAL CONTRIBUTIONS AND ISSUANCES OF PARTNERSHIP INTERESTS. Section 4.1 Capital Contributions of the Partners; Restatement of Capital Accounts on the Effective Date ElderTrust Realty Group, Xxxxxx Hereof HMC Real Estate Corporation and Xxxxxxxxxxx X. Xxxxxxx, Xx., D. Xxx XxXxxxxx, Xx. and ET Partnership Xxxxxxxx previously made Capital Contributions to the Partnership. Pursuant to the Act and the Prior Agreement, the initial General Partner has been admitted to converted its General Partnership Interest into a Limited Partnership Interest and has withdrawn as General Partner from the Partnership as an additional limited partner without having made a capital contributionand the Limited Partnership Interest of Xxxxxxxxxxx X. Xxxxxxxx has been canceled. On the Effective Date, ElderTrust Realty Group shall withdraw from the Partnership. Also on the Effective Date, ET Partnership shall be liquidated and Xxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxx, Xx. and MGI shall acquire the limited partnership interests previously held by ET Partnership. On the Effective Datedate hereof, the General Partner and the Limited Partners other than MGI, Xxxxxx X. Xxxxxxx, Xx. and D. Xxx XxXxxxxx, Xx. shall make made the Capital Contributions described in the section captioned "Formation Transactions" in the final prospectus of the General Partner in connection with the initial public offering of the Shares. Exhibit E. On the Effective Date, date hereof the --------- Partnership shall be recapitalized so that the Partners shall own Partnership Units in the amounts set forth in Exhibit A and shall have a Percentage Interest in the --------- Partnership as set forth in Exhibit A, which Percentage Interest shall be --------- adjusted in Exhibit A from time to time by the General Partner to the extent --------- necessary to reflect accurately redemptions, Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on a Partner's Percentage Interest. To the extent the Partnership acquires any property by the merger of any other Person into the Partnership, Persons who receive Partnership Interests in exchange for their interests in the Person merging into the Partnership shall become Partners and shall be deemed to have made Capital Contributions as provided in the applicable merger agreement (or if not so provided, as determined by the General Partner in its sole discretion) and as set forth in Exhibit A. A number of Partnership Units held by the General Partner equal to one-tenth of one percent --------- (0.11%) of all outstanding Partnership Units (as of the Effective Datedate hereof) shall be deemed to be the General Partner Partnership Units and shall be the General Partnership Interest of such the General Partner. All other Partnership Units held by the General Partners Partner shall be deemed to be Limited Partnership Interests and shall be held by the General Partner in its capacity as a Limited Partner in the Partnership. Except as provided in Sections 7.5 and 10.5 hereof, the Partners shall have no obligation to make any additional Capital Contributions or provide any additional funding to the Partnership (whether in the form of loans, repayments of loans or otherwise). Except for those Partners listed on Exhibit G who have entered into one or more Deficit Restoration Obligation Agreements and have agreed thereby to contribute an amount of cash up to the amount listed next to each such Partner's name on Exhibit G in the event of the liquidation of the Partnership pursuant to Article XIII, no No Partner shall have any obligation to restore any deficit that may exist in its Capital Account, either upon a liquidation of the Partnership or otherwise.