Common use of Priority as to Distributions Clause in Contracts

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B D Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B D Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B D Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B D Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B D Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the (that is not a Series B A Preferred Units Unit) as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation, liquidation or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.

Priority as to Distributions. (i1) No Except as provided in Section 17.2(d) below, no distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Parity Preferred Unit or Junior Unit or Preferred Unit ranking junior to the Series B Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B Parity Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership Company (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation, and except for the redemption of Membership Interests corresponding to any Series A Preferred Shares or Parity Preferred (as defined in the Series A Articles Supplementary) to be purchased by the Managing Member pursuant to the Charter to the extent necessary to preserve the ParentManaging Member’s status as a REITreal estate investment trust, provided that such redemption shall be upon the same terms as the corresponding stock purchase pursuant to the Charter), unless full cumulative distributions on the Series B A Preferred Units for all past periods and the then current period shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the Series B C Preferred Units as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the Series B C Preferred Units as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the Series B C Preferred Units as to distributions or upon liquidation be redeemed, purchased purchased, retired or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B C Preferred Units as to distributions and upon liquidation, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B C Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the (that is not a Series B A Preferred Units Unit) as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation, liquidation or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.are

Priority as to Distributions. (i) No distributions shall be declared or paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit or Preferred Unit ranking junior to the (that is not a Series B A Preferred Units Unit) as to distributions (other than a distribution paid in Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions and upon liquidation) for any period, nor shall any Junior Units or Preferred Units ranking junior to the (that are not Series B A Preferred Units Units) as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall be paid or made available for a sinking fund for the redemption of such units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for Junior Units or Preferred Units ranking junior to the Series B (that are not Preferred Units Units) as to distributions and upon liquidation, liquidation or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT), unless full cumulative distributions on the Series B A Preferred Units for all past periods shall have been or contemporaneously are (i) declared and paid in cash or (ii) declared and a sum sufficient for the payment thereof in cash is set apart for such payment.

Priority as to Distributions. (i) No distributions Except to the extent set forth in Section 16.2.C (ii), so long as any Series A Preferred Units are outstanding, no distribution of cash or other property shall be declared or authorized, declared, paid or set apart for payment and no other distribution of cash or other property may be declared or made on or with respect to any Junior Unit class or Preferred Unit ranking series of Partnership Interest of the Partnership ranking, as to distributions or voluntary or involuntary liquidation, dissolution or winding up of the Partnership, junior to the Series B A Preferred Units as to distributions (other than a distribution paid in collectively, "Junior Units or Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidation) for any periodUnits"), nor shall any Junior Units or Parity Preferred Units ranking junior to the Series B Preferred Units as to distributions or upon liquidation be redeemed, purchased or otherwise acquired for any consideration (and no funds shall or any monies be paid to or made available for a sinking fund for the redemption of any such unitsJunior Units or Parity Preferred Units) and no other distribution of cash or other property may be made, directly or indirectly, on or with respect thereto by the Partnership (except by conversion into or exchange for other Junior Units or Parity Preferred Units ranking junior to the Series B Preferred Units as to distributions and upon liquidationUnits) unless, or pursuant to the Charter to the extent necessary to preserve the Parent’s status as a REIT)in each case, unless full cumulative distributions on the Series B Preferred Units for all past periods shall have been or contemporaneously are (i) declared authorized and paid in cash or (ii) declared authorized and a sum sufficient for the payment thereof in cash is set apart for such payment.payment on the Series A Preferred Units for all past distribution periods and the current distribution period. The foregoing sentence will not prohibit (a) distributions payable solely in Junior Units, (b) the exchange of Junior Units or Parity Preferred Units into Partnership Interests of the Partnership ranking junior to the Series A Preferred Units as to