Common use of Payment of Distributions Clause in Contracts

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I K Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I K Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31June 28, 20152019, and, (ii), in the event of a redemption of Series I K Preferred Units, on the redemption date (each a “Series I K Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I K Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I H Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I H Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31June 30, 20152014, and, (ii), in the event of a redemption of Series I H Preferred Units, on the redemption date (each a “Series I H Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I H Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day Business Day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A24.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series I Y Preferred Units, will Units shall be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and of the Series Y Preferred Units and, notwithstanding Section 5.1 of the Partnership Agreement, will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending in arrears on the dates specified in this sentence and not calendar quarters) in arrearsMarch 31, on the last calendar day of March, JuneJune 30, September 30 and December, December 31 of each year (except in the case of the dividend for the initial dividend period which will be paid on March 29, 2018) commencing on December 31March 29, 20152018 (for the period from the original date of issuance to but excluding April 1, and, 2018) and (ii), ) in the event of a redemption of Series I Y Preferred Units, on the redemption date Units (each a “Series I Y Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Y Preferred Units is not a Business DayDay (as defined below), except in the case of the dividend for the initial dividend period which will be paid March 29, 2018, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if made on such date. With respect Distributions on the Series Y Preferred Units will be made to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence holders of this Section 25.2.A, the General Partner, as holder record of the Series I Y Preferred Units, will Units on the relevant record dates to be entitled to receive, when, as and if declared fixed by the Partnership acting through the General Partner, out which record dates shall in no event exceed fifteen (15) Business Days prior to the relevant Series Y Preferred Unit Distribution Payment Date. Business Day shall be any day other than a Saturday, Sunday or day on which banking institutions in the State of Available CashNew York or the State of California are authorized or obligated by law to close, or a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).day which is or is declared a national or a New York or California state holiday. 

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition 109 to the amount distributable pursuant to the first sentence of this Section 25.2.A24.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders holders of Parity Preferred Units as to the payment of distributions, distributions pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series I G Preferred Units, will Units shall be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions Priority Return shall be cumulative, shall accrue from the original date of issuance and of the Series G Preferred Units and, notwithstanding Section 5.1 of the Partnership Agreement, will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending in arrears on the dates specified in this sentence and not calendar quarters) in arrearsMarch 31, on the last calendar day of March, JuneJune 30, September 30 and December, December 31 of each year commencing on December 31, 20152002, and, and (ii), ) in the event of (A) a redemption of Series I G Preferred Units, or (B) an exchange of Series G Preferred Units into Series G Preferred Stock, on the redemption date or the exchange date, as applicable (each a “Series I G Preferred Unit Distribution Payment Date”). The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series I G Preferred Units is not a Business DayDay (as defined herein), then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if made on such date. With respect Distributions on the Series G Preferred Units will be made to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence holders of this Section 25.2.A, the General Partner, as holder record of the Series I G Preferred Units, will Units on the relevant record dates to be entitled to receive, when, as and if declared fixed by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution which record dates shall in an amount equal no event exceed fifteen (15) Business Days prior to $795,638.65 the relevant Series G Preferred Unit Distribution Payment Date (the “Series I Preferential Distribution AmountG Preferred Unit Partnership Record Date”).

Payment of Distributions. Subject to the preferential rights of Holders of Parity Preferred Units as any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the payment of distributionsSeries 2 CPOP Units, pursuant to in accordance with Section 5.1, the General Partner, as holder Holders of the Series I Preferred Units, will 2 CPOP Units shall be entitled to receive, when, as and if declared authorized by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I 2 CPOP Priority Return, commencing on the date of issuance of such Series 2 CPOP Units. Such distributions shall be cumulative, shall accrue from the original date of issuance of such Series 2 CPOP Units or, if later, the most recent Series 2 CPOP Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series 2 CPOP Distribution Record Date has passed), and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, December of each year year, commencing on December 31, 2015the first of such dates to occur after the original date of issuance, and, (ii), ) in the event of a redemption or conversion of Series I Preferred 2 CPOP Units, and solely with respect to the redeemed or converted Series 2 CPOP Units, as applicable, on the redemption or conversion date (each each, a “Series I Preferred 2 CPOP Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred 2 CPOP Units is not a Business Day, then payment of the distribution to be made on such date will may be madepaid, at the General Partner’s option, on either the immediately preceding business day Business Day or the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (and, in each case with any case, no interest or additional dividends or other sums shall accrue 130 on the same force and effect as if made on amount so payable from such date. With respect to the Series I Preferred 2 CPOP Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”such next Business Day).

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition 110 to the amount distributable pursuant to the first sentence of this Section 25.2.A24.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders holders of Parity Preferred Units as to the payment of distributions, distributions pursuant to Section 5.1, the General Partner, as holder 5.1 of the Partnership Agreement, holders of Series I E Preferred Units, will Units shall be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions Priority Return shall be cumulative, shall accrue from the original date of issuance and of the Series E Preferred Units and, notwithstanding Section 5.1 of the Partnership Agreement, will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending in arrears on the dates specified in this sentence and not calendar quarters) in arrearsMarch 31, on the last calendar day of March, JuneJune 30, September 30 and December, December 31 of each year commencing on December 31September 30, 20152001, and, and (ii), ) in the event of (A) a redemption of Series I E Preferred Units, or (B) an exchange of Series E Preferred Units into Series E Preferred Stock, on the redemption date or the exchange date, as applicable (each a “"Series I E Preferred Unit Distribution Payment Date”"). The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed based on the ratio of the actual number of days elapsed in such period to ninety (90) days. If any date on which distributions are to be made on the Series I E Preferred Units is not a Business DayDay (as defined herein), then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if made on such date. With respect Distributions on the Series E Preferred Units will be made to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence holders of this Section 25.2.A, the General Partner, as holder record of the Series I E Preferred Units, will Units on the relevant record dates to be entitled to receive, when, as and if declared fixed by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution which record dates shall in an amount equal no event exceed fifteen (15) Business Days prior to $795,638.65 the relevant Series E Preferred Unit Distribution Payment Date (the “"Series I Preferential Distribution Amount”E Preferred Unit Partnership Record Date").

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A24.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).. 107

Payment of Distributions. Subject to the rights of Holders of Parity The Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, Member will be entitled to receive, when, as and if declared by the Partnership Company acting through the General PartnerManaging Member, out of Available Cash, cumulative preferential cash distributions in an amount equal to (1) the Series I Priority Returnproduct of (i) the Distribution Rate in effect for each day elapsed during a Distribution Period, multiplied by (ii) the Liquidation Preference, multiplied by (iii) the number of days actually elapsed in a Distribution Period, divided by (2) 360 (the “Preferred Unit Distribution”). Such distributions Preferred Unit Distributions shall be cumulativecumulative from the Closing Date, shall accrue with respect to the Preferred Member from the original date of issuance Closing Date and will shall be payable when, as and if declared by the Company acting through the Managing Member as follows: (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of each March, June, September and DecemberDecember until March 31, 2008, beginning June 30, 2007, and thereafter monthly in arrears on the last calendar day of each year commencing on December 31, 2015month, and, (ii), B) in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”), commencing on the first of such payment dates to occur following their original date of issuance. If any date on which distributions are to be made on the Series I Preferred Units Unit Distribution Payment Date is not a Business DayDay (as defined herein), then payment of the distribution Preferred Unit Distribution to be made on such date will be made, at made on the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) ), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (without any deduction), in each case with the same force and effect as if made on such date. With respect Preferred Unit Distributions will be made to the Series I Preferred Member of record on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”)Date.

Payment of Distributions. Subject to the rights of Holders holders of Parity Preferred Units as to the payment of distributions, pursuant to other Partnership Unit Designations executed under Section 5.1, the General Partner, as holder 4.2 of the Partnership Agreement, holders of Series I C Preferred Units, will Units shall be entitled to receive, receive the Priority Return when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance of the Series C Preferred Units and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30, and December, December 31 of each year commencing on December 31June 30, 2015, 2000 and, (ii), ) in the event of a redemption of Series I C Preferred Units, Units on the redemption date (each a “"SERIES C PREFERRED UNIT DISTRIBUTION PAYMENT DATE"). If any Series I C Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units Date is not a Business DayDay (as hereinafter defined), then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if made on such date. With respect Distributions on the Series C Preferred Units will be made to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence holders of this Section 25.2.A, the General Partner, as holder record of the Series I C Preferred Units, will Units on the relevant record dates to be entitled to receive, when, as and if declared fixed by the Partnership acting through the General Partner, out of Available Cashwhich relevant record dates to be fixed by the Partnership acting through the General Partner, a preferential cash distribution which record dates shall in an amount equal no event exceed 15 Business Days prior to $795,638.65 the relevant Series C Preferred Unit Distribution Payment Date (the “Series I Preferential Distribution Amount”"SERIES C PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject ------------- ------------------------ to the rights of Holders holders of Parity Preferred Units and holders of preferred units ranking senior to the Series C Preferred Units issued after the date hereof in accordance herewith as to the payment of distributionsdistributions and rights upon voluntary or involuntary dissolution, pursuant to Section 5.1liquidation or winding-up, the General Partner, as holder holders of the Series I C Preferred Units, will Units shall be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cashfunds legally available for the payment of distributions, cumulative preferential cash distributions in an amount equal to at the rate per annum of 9.45% of the original Capital Contribution per Series I Priority ReturnC Preferred Unit. Such distributions shall be cumulative, cumulative and shall accrue from the first day of the applicable Distribution Period (as defined herein), and will be payable (A) quarterly in arrears, not later than the third calendar day after the end of the applicable Distribution Period and (B) in the event of (i) an exchange of Series C Preferred Units into Series C Preferred Shares, or (ii) a redemption of Series C Preferred Units, on the exchange date or redemption date, as applicable (each a "Preferred Unit -------------- Distribution Payment Date"). For purposes of this Amendment, the term ------------------------- "Distribution Period" shall mean quarterly distribution periods commencing on -------------------- January 1, April 1, July 1 and October 1 of each year and ending on and including the day preceding the first day of the next succeeding Distribution Period with respect to any Series C Preferred Units (other than the initial Distribution Period, which shall commence on the original date of issuance for such Series C Preferred Units and end on and include the last day of the calendar quarter immediately following the original date of issuance, and other than the Distribution Period during which any Series C Preferred Units shall be redeemed or exchanged, which shall end on and include the date of such redemption or exchange). The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending computed on the dates specified basis of the ratio of the actual number of days elapsed in this sentence and not calendar quarterssuch period to ninety (90) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”)days. If any date on which distributions are to be made on the Series I C Preferred Units is not a Business DayDay (as defined herein), then payment of the distribution to be made on such date will be made, at made on the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect Distributions on the Series C Preferred Units will be made to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence holders of this Section 25.2.A, the General Partner, as holder record of the Series I C Preferred UnitsUnits on October 1, will 1999 and thereafter on the relevant record dates to be entitled to receive, when, as and if declared fixed by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution which record dates shall in an amount equal no event exceed fifteen (15) Business Days prior to $795,638.65 the relevant Preferred Unit Distribution Payment Date (the “Series I Preferential Distribution Amount”"Preferred Unit Partnership Record Date").. --------------------------------------

Payment of Distributions. Subject to the rights of Holders holders of Parity Preferred Units as to the payment of distributions, pursuant to other Partnership Unit Designations executed under Section 5.1, the General Partner, as holder 4.2 of the Partnership Agreement, holders of Series I A Preferred Units, will Units shall be entitled to receive, receive the Priority Return when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance of the Series A Preferred Units and will be payable (ipayable(i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar day of MarchMarch 31, JuneJune 30, September 30, and December, December 31 of each year commencing on December 31June 30, 2015, 1999 and, (ii), in ii)in the event of a redemption of Series I A Preferred Units, Units on the redemption date (each a “"SERIES A PREFERRED UNIT DISTRIBUTION PAYMENT DATE"). If any Series I A Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units Date is not a Business DayDay (as hereinafter defined), then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the Business Day immediately preceding Business Day, in each case such date with the same force and effect as if made on such date. With respect Distributions on the Series A Preferred Units will be made to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence holders of this Section 25.2.A, the General Partner, as holder record of the Series I A Preferred Units, will Units on the relevant record dates to be entitled to receive, when, as and if declared fixed by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution which record dates shall in an amount equal no event exceed 15 Business Days prior to $795,638.65 the relevant Series A Preferred Unit Distribution Payment Date (the “Series I Preferential Distribution Amount”"SERIES A PREFERRED UNIT PARTNERSHIP RECORD DATE").

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I C Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I C Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31[•], 20152017, and, (ii), in the event of a redemption of Series I C Preferred Units, on the redemption date (each a “Series I C Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I C Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).

Payment of Distributions. Subject to the rights of Holders of Parity Preferred Units as to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I Priority Return. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, of each year commencing on December 31, 2015, and, (ii), in the event of a redemption of Series I Preferred Units, on the redemption date (each a “Series I Preferred Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred Units is not a Business Day, then payment of the distribution to be made on such date will be made, at the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect to the Series I Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A24.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”).. 109

Payment of Distributions. Subject to the rights of Holders of ------------------------ Parity Preferred Units as to the payment of distributions, pursuant to Section 5.15.1 hereof, the General Partner, as holder Holders of the Series I C Preferred Units, Units will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to at the rate per annum of 9 3/8% of the original Capital Contribution per Series I Priority ReturnC Preferred Unit. Such distributions shall be cumulative, shall accrue from the original date of issuance and will be payable (iA) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar year quarters) in arrears, on the last calendar 15th day of MarchFebruary, JuneMay, September August and December, November of each year commencing on December 31, 2015, and, (iiB), in the event of (i) an exchange of Series C Preferred Units into REIT Series C Preferred Shares, or (ii) a redemption of Series I C Preferred Units, on the exchange date or redemption date date, as applicable (each a “"Series I C Preferred Unit ----------------------- Distribution Payment Date”"), commencing on the first of such payment dates to ------------------------- occur following their original date of issuance. The amount of the distribution payable for any period will be computed on the basis of a 360-day year of twelve 30-day months and for any period shorter than a full quarterly period for which distributions are computed, the amount of the distribution payable will be computed on the basis of the actual number of days elapsed in such a 30-day month. If any date on which distributions are to be made on the Series I C Preferred Units is not a Business DayDay (as defined herein), then payment of the distribution to be made on such date will be made, at made on the General Partner’s option, on either the immediately preceding business day or next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. With respect Distributions on the Series C Preferred Units will be made to the Holders of record of the Series I C Preferred Units on the relevant record dates, which will be fifteen (15) days prior to the relevant Preferred Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “"Series I Preferential Distribution Amount”C Preferred Unit Partnership Record ------------------------------------------ Date").. ----

Payment of Distributions. Subject to the preferential rights of Holders of Parity Preferred Units as any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the payment of distributionsSeries 2 CPOP Units, pursuant to in accordance with Section 5.1, the General Partner, as holder Holders of the Series I Preferred Units, will 2 CPOP Units shall be entitled to receive, when, as and if declared authorized by the Partnership acting through the General Partner, out of Available Cash, cumulative preferential cash distributions in an amount equal to the Series I 2 CPOP Priority Return, commencing on the date of issuance of such Series 2 CPOP Units. Such distributions shall be cumulative, shall accrue from the original date of issuance of such Series 2 CPOP Units or, if later, the most recent Series 2 CPOP Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series 2 CPOP Distribution Record Date has passed), and will be payable (i) quarterly (such quarterly periods for purposes of payment and accrual will be the quarterly periods ending on the dates specified in this sentence and not calendar quarters) in arrears, on the last calendar day of March, June, September and December, December of each year year, commencing on December 31, 2015the first of such dates to occur after the original date of issuance, and, (ii), ) in the event of a redemption or conversion of Series I Preferred 2 CPOP Units, and solely with respect to the redeemed or converted Series 2 CPOP Units, as applicable, on the redemption or conversion date (each each, a “Series I Preferred 2 CPOP Unit Distribution Payment Date”). If any date on which distributions are to be made on the Series I Preferred 2 CPOP Units is not a Business Day, then payment of the distribution to be made on such date will may be madepaid, at the General Partner’s option, on either the immediately preceding business day Business Day or the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business DayDay (and, in each case with any case, no interest or additional dividends or other sums shall accrue on the same force and effect as if made on amount so payable from such date. With respect to the Series I Preferred 2 CPOP Unit Distribution Payment Date occurring on December 31, 2015, in addition to the amount distributable pursuant to the first sentence of this Section 25.2.A, the General Partner, as holder of the Series I Preferred Units, will be entitled to receive, when, as and if declared by the Partnership acting through the General Partner, out of Available Cash, a preferential cash distribution in an amount equal to $795,638.65 (the “Series I Preferential Distribution Amount”such next Business Day).