Common use of Redemption Procedure Clause in Contracts

Redemption Procedure. At least 30 days prior to the -------------------- Redemption Date, written notice (the "Redemption Notice") shall be mailed, postage prepaid, to each holder of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at the address last shown on the records of the Corporation for such holder or given by the holder to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Except as provided in Section D.6., on or after the Redemption Date, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price of such shares shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. In the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed shares.

Redemption Procedure. At least 30 days prior (1) The Corporation may, but shall not be obligated to, elect to redeem all or any portion of the Series A Preferred Shares by providing written notice to the -------------------- holders, which notice shall be given in accordance with Section 12. Such notice shall state the number of shares to be redeemed and the Optional Redemption Date, written notice (the "Redemption Notice") which date shall be mailed, postage prepaid, within 20 calendar days of the date of such notice. The Corporation shall be entitled to each holder utilize any method reasonably chosen by the Board of record Directors thereof in order to determine which Series A Preferred Shares to redeem. Payment for such redeemed shares shall be made by the Corporation within two Business Days following the Optional Redemption Date. (at 2) From and after the close of business on the business day next preceding Optional Redemption Date, and provided that the day on which notice is given) Optional Redemption Price for such Series A Preferred Shares has been received by the relevant holder, the Series A Preferred Shares redeemed in accordance with this Section 9 shall no longer be deemed outstanding and all rights with respect to any such share shall forthwith cease following such redemption, except only the right of the Series C Preferred Stockholder thereof to receive, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at upon presentation in accordance with the address last shown on the records requirements of this Section 9 below of the Corporation certificate or certificates, or delivery of a Lost Stock Agreement, representing shares redeemed pursuant to this Section 9, the applicable Optional Redemption Price for such holder or given by share, without interest thereon. Notwithstanding anything to the holder contrary herein, the Corporation shall not be required to make any payment in respect of Series A Preferred Shares redeemed pursuant to this Section 8 until actual delivery to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office its agents of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares redeemed hereby, such delivery to be redeemed. Except as provided conducted in accordance with the requirements of paragraph (c) of this Section D.68., on or after the Redemption Date, each holder of (3) All Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock Shares redeemed pursuant to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price of such shares this paragraph (b)(3) shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. In the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed sharescancelled.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series E Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Interests. Each Call Notice shall be addressed to such holders of Series F E Preferred Stock electing to have shares redeemed, Interests at the address last shown on of the holder appearing in the books and records of the Corporation for such holder or given by Partnership. No defect in the holder to Call Notice (ii) In the Corporation for event that fewer than all the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares outstanding Series E Preferred Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as Interests to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and be redeemed will be selected at the place designated, its certificate or certificates representing Partnership's discretion. (iii) If the shares to be redeemed. Except as provided Partnership gives a Call Notice in Section D.6., on or after the Redemption Date, each holder respect of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Interests, then upon the date fixed for redemption of the Series F E Preferred Stock to be redeemed shall surrender to Interests, all rights of the Corporation holders of the certificate or certificates representing such sharesSeries E Preferred Interests so called for redemption will cease, in except the manner and at right of the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series E Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), a new certificate shall except that, if such business day falls in the next calendar year, such payment will be issued representing made on the unredeemed sharesimmediately preceding business day.

Redemption Procedure. At least 30 days prior (1) The Corporation shall redeem all or any portion of the Series A Preferred Shares by providing written notice to the -------------------- holders, which notice shall be mailed in accordance with Section 12. Such notice shall state the number of shares to be redeemed and the COC Redemption Date, written notice (the "Redemption Notice") which date shall be mailed, postage prepaid, within 20 calendar days of the date of such notice. The Corporation shall be entitled to each holder utilize any method chosen by the Board of record Directors thereof in order to determine which Series A Preferred Shares to redeem. Payment for such redeemed shares shall be made by the Corporation within two Business Days following the COC Redemption Date. (at 2) From and after the close of business on the business day next preceding COC Redemption Date, and provided that the day on which notice is given) COC Redemption Price for such Series A Preferred Shares has been received by the relevant holder, each Series A Preferred Share redeemed in accordance with this Section 10 shall no longer be deemed outstanding and all rights with respect to any such share shall forthwith cease following such redemption, except only the right of the Series C Preferred Stockholder thereof to receive, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at upon presentation in accordance with the address last shown on the records requirements of this Section 10 below of the Corporation certificate or certificates, or delivery of a Lost Stock Agreement, representing shares redeemed pursuant to this Section 10, the applicable COC Redemption Price for such holder or given by share, without interest thereon. Notwithstanding anything to the holder contrary herein, the Corporation shall not be required to make any payment in respect of Series A Preferred Shares redeemed pursuant to this Section 10 until actual delivery to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office its agents of the Corporation is locatedcertificates, notifying such holder of the redemption to be effectedor a Lost Stock Agreement, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares redeemed hereby, such delivery to be redeemed. Except as provided conducted in accordance with the requirements of paragraph (c) of this Section D.610., on or after the Redemption Date, each holder of (3) All Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock Shares redeemed pursuant to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price of such shares this paragraph (b)(3) shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. In the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed sharescancelled.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series A Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record Series A Preferred Interests. Each Call Notice shall be (at ii) In the close of business on event that fewer than all the business day next preceding the day on which notice is given) of the outstanding Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at the address last shown on the records of the Corporation for such holder or given by the holder to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Except as provided in Section D.6., on or after the Redemption Date, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock Interests to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and will be selected at the place designated Partnership's discretion. (iii) If the Partnership gives a Call Notice in respect of Series A Preferred Interests, then upon the Redemption Noticedate fixed for redemption of the Series A Preferred Interests, and thereuponall rights of the holders of the Series A Preferred Interests so called for redemption will cease, subject to except the provisions right of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series A Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), a new certificate shall except that, if such business day falls in the next calendar year, such payment will be issued representing made on the unredeemed sharesimmediately preceding business day.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series E Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Interests. Each Call Notice shall be addressed to such holders of Series F E Preferred Stock electing to have shares redeemed, Interests at the address last shown on of the holder appearing in the books and records of the Corporation for such holder Partnership. No defect in the Call Notice or given by in the holder to mailing thereof or publication of its contents shall affect the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder validity of the redemption to be effected, specifying proceedings. (ii) In the number of shares event that fewer than all the outstanding Series E Preferred Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as Interests to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and be redeemed will be selected at the place designated, its certificate or certificates representing Partnership's discretion. (iii) If the shares to be redeemed. Except as provided Partnership gives a Call Notice in Section D.6., on or after the Redemption Date, each holder respect of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Interests, then upon the date fixed for redemption of the Series F E Preferred Stock to be redeemed shall surrender to Interests, all rights of the Corporation holders of the certificate or certificates representing such sharesSeries E Preferred Interests so called for redemption will cease, in except the manner and at right of the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series E Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), a new certificate shall except that, if such business day falls in the next calendar year, such payment will be issued representing made on the unredeemed sharesimmediately preceding business day.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series A Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (at the close Series A Preferred Interests. Each Call Notice shall be addressed to such holders of business on the business day next preceding the day on which notice is given) of the Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, Interests at the address last shown on of the holder appearing in the books and records of the Corporation for such holder Partnership. No defect in the Call Notice or given by in the holder to mailing thereof or publication of its contents shall affect the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder validity of the redemption to be effected, specifying proceedings. (ii) In the number of shares event that fewer than all the outstanding Series A Preferred Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Except as provided in Section D.6., on or after the Redemption Date, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock Interests to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and will be selected at the place designated Partnership's discretion. (iii) If the Partnership gives a Call Notice in respect of Series A Preferred Interests, then upon the Redemption Noticedate fixed for redemption of the Series A Preferred Interests, and thereuponall rights of the holders of the Series A Preferred Interests so called for redemption will cease, subject to except the provisions right of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series A Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), a new certificate shall except that, if such business day falls in the next calendar year, such payment will be issued representing made on the unredeemed sharesimmediately preceding business day.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series D Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Interests. Each Call Notice shall be addressed to such holders of Series E D Preferred Stock or Series F Preferred Stock electing to have shares redeemed, Interests at the address last shown on of the holder appearing in the books and records of the Corporation for such holder or given by Partnership. No defect in the holder to Call Notice (ii) In the Corporation for event that fewer than all the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares outstanding Series D Preferred Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as Interests to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and be redeemed will be selected at the place designated, its certificate or certificates representing Partnership's discretion. (iii) If the shares to be redeemed. Except as provided Partnership gives a Call Notice in Section D.6., on or after the Redemption Date, each holder respect of Series C Preferred Stock, Series D Preferred StockInterests, then upon the date fixed for redemption of the Series E D Preferred Stock or Interests, all rights of the holders of the Series F D Preferred Stock to be redeemed shall surrender to Interests so called for redemption will cease, except the Corporation right of the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series D Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), except that, if such business day falls in the next calendar year, such payment will be made on the immediately preceding business day. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK.] DESIGNATION OF SERIES E 10% PAYMENT-IN-KIND PREFERRED LIMITED PARTNER INTERESTS This Exhibit 6 constitutes a new certificate designation in accordance with Section 2.4 of the Second Amended and Restated Agreement of Limited Partnership (the "Agreement"). This designation authorizes the issuance of Series E 10% Payment- in-Kind Preferred Limited Partner Interests of the Partnership under the terms set forth below. The defined terms used but not defined in this Exhibit 6 shall be issued representing have the unredeemed sharesmeaning ascribed thereto in the Agreement.

Redemption Procedure. At least 30 days prior (1) Upon the occurrence of a Warrant Trigger Event or Significant Transaction Event, as applicable, the Corporation shall provide written notice to the -------------------- holders, which notice shall be given in accordance with Section 12. Such notice shall state the number of shares to be redeemed and the Certain Event Mandatory Redemption Date, written notice (the "Redemption Notice") which date shall be mailed, postage prepaid, to each holder within 20 calendar days of record the date of such notice. Payment for such redeemed shares shall be made by the Corporation within two Business Days following the Certain Event Mandatory Redemption Date. (at 2) From and after the close of business on the business day next preceding Certain Event Mandatory Redemption Date, and provided that the day on which notice is given) Certain Event Mandatory Redemption Price for the Series A Preferred Shares has been received by the relevant holder, each Series A Preferred Share redeemed in accordance with this Section 8 shall no longer be deemed outstanding and all rights with respect to any such share shall forthwith cease following such redemption, except only the right of the Series C Preferred Stockholder thereof to receive, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at upon presentation in accordance with the address last shown on the records requirements of this Section 8 below of the Corporation certificate or certificates, or Lost Stock Agreement, representing shares redeemed pursuant to this Section 8, the applicable Certain Event Mandatory Redemption Price for such holder or given by share, without interest thereon. Notwithstanding anything to the holder contrary herein, the Corporation shall not be required to make any payment in respect of Series A Preferred Shares redeemed pursuant to this Section 8 until actual delivery to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office its agents of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares redeemed hereby, or a Lost Stock Agreement, such delivery to be redeemed. Except as provided conducted in accordance with the requirements of paragraph (c) of this Section D.68., on or after the Redemption Date, each holder of (3) All Series C A Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock Shares redeemed pursuant to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of this Section D.4., the aggregate Redemption Price of such shares 8 shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. In the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed sharescancelled.

Redemption Procedure. At In the case of redemption of Class A Shares under the provisions of Subsection 5(1) hereof, the Corporation shall at least 30 days prior before the date specified for redemption mail to each person who at the -------------------- Redemption Date, written date of mailing is a registered holder of Class A Shares to be redeemed a notice (in writing of the "Redemption Notice") intention of the Corporation to redeem such Class A Shares. Such notice shall be mailedmailed by letter, postage prepaid, addressed to each holder of record (such shareholder at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at the his address last shown as it appears on the records of the Corporation for or in the event of the address of any such holder shareholder not so appearing then to the last known address of such shareholder; provided, however, that accidental failure to give any such notice to one or given more of such shareholders shall not affect the validity of such redemption. Such notice shall set out the Preference Redemption Price and the date on which redemption is to take place and, if part only of the shares held by the holder person to the Corporation for the purpose of notice or if no such address appears or whom it is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares addressed are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares number thereof so to be redeemed. Except as provided in Section D.6., on On or after the Redemption Datedate so specified for redemption, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock the Corporation shall pay or Series F Preferred Stock cause to be redeemed shall surrender paid to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price of such shares shall be payable to the order of the person whose name appears registered holders of the Class A Shares to be redeemed the Preference Redemption Price thereof on presentation and surrender at the registered office of the Corporation or any other place designated in such certificate or notice of the certificates as representing the owner thereof and each surrendered certificate Class A Shares called for redemption. Such payment shall be canceledmade by cheque payable at par at any branch of the Corporation's bank in Canada. In the event less than all If a part only of the shares represented by any such certificate are be redeemed, a new certificate for the balance shall be issued at the expense of the Corporation. From and after the date specified for redemption in any such notice the Class A Shares called for redemption shall cease to be entitled to dividends and the holders thereof shall not be entitled to exercise any of the rights of shareholders in respect thereof unless payment of the Preference Redemption Price shall not be made upon presentation of certificates in accordance with the foregoing provisions, in which case the rights of the shareholders shall remain unaffected. The Corporation shall have the right at any time after the mailing of notice of its intention to redeem any Class A Shares to deposit the Preference Redemption Price of the shares so called for redemption or of such of the said shares represented by certificates as have not at the date of such deposit been surrendered by the holders thereof in connection with such redemption to a special account in any chartered bank or in any trust company in Canada, named in such notice, to be paid without interest to or to the order of the respective holders of such Class A Shares called for redemption upon presentation and surrender to such bank or trust company of the certificates representing the unredeemed sharessame, and upon such deposit being made or upon the date specified for redemption in such notice, whichever is later, the Class A Shares in respect whereof such deposit shall have been made shall be redeemed and the rights of the holders thereof after such deposit or such redemption date, as the case may be, shall be limited to receiving without interest their proportionate part of the total Preference Redemption Price so deposited against presentation and surrender of the said certificates held by them respectively and any interest allowed on such deposit shall belong to the Corporation.

Redemption Procedure. At least The Corporation shall designate by lot, or in such other manner as the Board of Directors may determine, the shares to be redeemed, or shall effect such redemption pro rata. Not more than 60 nor less than 30 days prior to the -------------------- Optional Redemption Date, written notice (the "Redemption Notice") shall be mailedby first-class mail, postage prepaid, shall be given to each holder the holders of record (of the Series A Preferred to be redeemed, addressed to such stockholders at their last addresses as shown on the books of the Corporation. Each such notice of redemption shall specify the date fixed for redemption, the Redemption Price, the place or places of payment, that payment will be made upon presentation and surrender of the shares of Series A Preferred, that on and after the redemption date dividends will cease to accumulate on such shares, the then-effective conversion rate pursuant to Section 4 and that the right of holders to convert shall terminate at the close of business on the business day next preceding Optional Redemption Date. Any notice which is mailed as herein provided shall be conclusively presumed to have been duly given, whether or not the day on which notice is given) holder of the Series C A Preferred Stockreceives such notice; and failure to give such notice by mail, Series D Preferred Stockor any defect in such notice, Series E Preferred Stock or Series F Preferred Stock electing to have the holders of any shares redeemed, at designated for redemption shall not affect the address last shown on the records validity of the Corporation for such holder or given by the holder to the Corporation proceedings for the purpose redemption of notice or if no such address appears or is given, at the place where the principal executive office any other shares of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemedA Preferred. Except as provided in Section D.6., on On or after the Redemption Datedate fixed for redemption as stated in such notice, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock to be redeemed the shares called for redemption shall surrender the certificate evidencing such shares to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in such notice and shall thereupon be entitled to receive payment of the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price of such shares shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledPrice. In the event If less than all the shares represented by any such surrendered certificate are redeemed, a new certificate shall be issued representing the unredeemed shares. If, on the date fixed for redemption, funds necessary for the redemption shall be available therefor and shall have been irrevocably deposited or set aside, then, notwithstanding that the certificates evidencing any shares so called for redemption shall not have been surrendered, the dividends with respect to the shares so called shall cease to accrue after the date fixed for redemption, the shares shall no longer be deemed outstanding, the holders thereof shall cease to be stockholders, and all rights whatsoever with respect to the shares so called for redemption (except the right of the holders to receive the Redemption Price without interest upon surrender of their certificates therefor) shall terminate.

Redemption Procedure. At least 30 days prior to the -------------------- Redemption Date, written notice (the "Redemption Notice") shall be mailed, postage prepaid, to each holder of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at the address last shown on the records of the Corporation for such holder or given by the holder to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Except as provided in Section D.6., on On or after the date fixed for redemption as stated in the Optional Redemption DateNotice, each holder of the shares of Series C Preferred Stock, Series D Preferred Stock, Series E A Preferred Stock or Series F Preferred Stock to be redeemed called for redemption shall surrender to the Corporation the certificate or certificates representing evidencing such shares, in shares of Series A Preferred Stock to the manner and Corporation at the place designated in the Redemption Noticesuch notice, and thereupon, subject shall thereupon be entitled to the provisions receive payment of Section D.4., the aggregate Redemption Price of such shares shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledPrice. In the event less If fewer than all the shares of Series A Preferred Stock represented by any such surrendered certificate or certificates are redeemed, a new certificate shall be issued representing the unredeemed shares of Series A Preferred Stock. If, on the date fixed for redemption, funds necessary for the redemption shall be available therefor and shall have been irrevocably deposited or set aside, then, notwithstanding that the certificates evidencing any shares called for redemption shall not have been surrendered, the dividends with respect to the shares so called shall cease to accumulate on and after the date fixed for redemption, such shares of Series A Preferred Stock shall no longer be deemed outstanding, the holders thereof shall cease to be shareholders with respect to such shares, and all rights whatsoever with respect to such shares (except the right of the holders thereof to receive the aggregate Redemption Price, without interest, upon surrender of their certificates) shall terminate. If any holder of shares of Series A Preferred Stock to be redeemed has lost, misplaced or is otherwise unable to deliver the certificates representing such shares, such holder shall execute and deliver an affidavit of loss in customary form containing an indemnification of the Corporation with respect to any undelivered certificates, and upon such execution and delivery the former holder of such shares shall become entitled to receive the aggregate Redemption Price.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series D Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock, Series D Preferred Stock, Interests. Each Call Notice shall be addressed to such holders of Series E D Preferred Stock or Series F Preferred Stock electing to have shares redeemed, Interests at the address last shown on of the holder appearing in the books and records of the Corporation for such holder Partnership. No defect in the Call Notice or given by in the holder to mailing thereof or publication of its contents shall affect the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder validity of the redemption to be effected, specifying proceedings. (ii) In the number of shares event that fewer than all the outstanding Series D Preferred Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as Interests to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and be redeemed will be selected at the place designated, its certificate or certificates representing Partnership's discretion. (iii) If the shares to be redeemed. Except as provided Partnership gives a Call Notice in Section D.6., on or after the Redemption Date, each holder respect of Series C Preferred Stock, Series D Preferred StockInterests, then upon the date fixed for redemption of the Series E D Preferred Stock or Interests, all rights of the holders of the Series F D Preferred Stock to be redeemed shall surrender to Interests so called for redemption will cease, except the Corporation right of the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series D Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), a new certificate shall except that, if such business day falls in the next calendar year, such payment will be issued representing made on the unredeemed sharesimmediately preceding business day. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK.]

Redemption Procedure. At least 30 A Notice of Redemption shall be given by the Corporation not less than 15 days nor more than 40 days prior to the -------------------- date fixed for redemption to each Holder of Series A Preference Shares to be redeemed. Accidental failure or omission to give such notice to one or more of such Holders shall not affect the validity of such redemption. On and after the Redemption Date, written notice (the "Redemption Notice") Corporation shall pay or cause to be mailed, postage prepaid, paid to each holder or to the order of record (at the close of business on the business day next preceding the day on which notice is given) Holders of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing A Preference Shares to have shares redeemed, at be redeemed the address last shown Redemption Price on the records of the Corporation for such holder or given by the holder to the Corporation for the purpose of notice or if no such address appears or is given, presentation and surrender at the place where the principal executive office of redemption of the Corporation is located, notifying respective certificates representing such holder shares. Such payment shall be made by cheque drawn on a Canadian chartered bank and payable at par at any branch in Canada of such bank. Such shares in respect of which the redemption to Redemption Price has been paid as aforesaid shall thereupon be effected, specifying redeemed. If less than all the number of shares to Series A Preference Shares represented by any certificate shall be redeemed, a new certificate for the balance shall be issued. From and after the Redemption PriceDate, the place Holders of the Series A Preference Shares called for redemption shall cease to be entitled to dividends or to exercise any of the rights of Holders in respect thereof unless payment of the Redemption Price shall not be made in accordance with the foregoing provisions, in which case the rights of the Holders shall remain unimpaired. The Corporation shall have the right at any time after mailing a Notice of Redemption to deposit the Redemption Price of the shares thereby called for redemption, or such part thereof as at the time of deposit has not been claimed by the persons entitled thereto, in any Canadian chartered bank or trust company in Canada specified in the Notice of Redemption or in a subsequent notice to the Holders in respect of which payment may the deposit is made, in a special account for the Holders of such shares, and upon such deposit being made or upon the Redemption Date, whichever is later, the Series A Preference Shares in respect of which such deposit shall have been made shall be obtained deemed to be redeemed and the date on which such holder's right rights of each Holder shall be limited to convert Series C Preferred Stockreceiving, Series D Preferred Stockwithout interest, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates his proportionate part of the Redemption Price so deposited upon presentation and calling upon such holder to surrender to of the Corporation, in the manner and at the place designated, its certificate or certificates representing the his shares to be redeemed. Except as provided in Section D.6., Any interest on or after the Redemption Date, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock to be redeemed such deposit shall surrender belong to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4Corporation., the aggregate Redemption Price of such shares shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. In the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed shares.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series B Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (at the close Series B Preferred Interests. Each Call Notice shall be addressed to such holders of business on the business day next preceding the day on which notice is given) of the Series C B Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, Interests at the address last shown on of the holder appearing in the books and records of the Corporation for such holder Partnership. No defect in the Call Notice or given by in the holder to mailing thereof or publication of its contents shall affect the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder validity of the redemption to be effected, specifying proceedings. (ii) In the number of shares event that fewer than all the outstanding Series B Preferred Interests are to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C B Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Except as provided in Section D.6., on or after the Redemption Date, each holder of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock Interests to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and will be selected at the place designated Partnership's discretion. (iii) If the Partnership gives a Call Notice in respect of Series B Preferred Interests, then upon the Redemption Noticedate fixed for redemption of the Series B Preferred Interests, and thereuponall rights of the holders of the Series B Preferred Interests so called for redemption will cease, subject to except the provisions right of Section D.4., the aggregate Redemption Price holders of such shares shall be payable securities to receive the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceledCall Price. In the event less than all that any date fixed for redemption of Series B Preferred Interests is not a business day, then payment of the shares represented by Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such certificate are redeemeddelay), a new certificate shall except that, if such business day falls in the next calendar year, such payment will be issued representing made on the unredeemed sharesimmediately preceding business day. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK.]

Redemption Procedure. At a. The Company shall give notice of the redemption to the Seller or the Holder of the Notes, by mailing notice of such redemption by first class mail, postage prepaid, at least 10 days and not more than 30 days prior to the -------------------- Redemption Datedate fixed for redemption. In the case of mandatory redemption pursuant to Section 2.3, written notice (the "Redemption Notice") date fixed for redemption shall be mailed, postage prepaid, to each holder of record (at 15 days following the close of business on the business day next preceding the day on which notice is given) date of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at the address last shown on the records closing of the Corporation for such holder or given by IPO. The notice of redemption shall specify (i) the holder to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Note Redemption Price, (ii) the date fixed for redemption, (iii) the amount of the Note Redemption Price to be paid in cash and/or common stock of the Company, (iv) the place or places of payment (at least one of which must be New York City), (v) that payment will be made upon presentation and surrender of the IPO Note or the Remainder Note, as the case may be obtained be, and the date on which such holder's right to convert Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as to such shares terminates and calling upon such holder to surrender to the Corporation(vi) that, in the manner case of the Remainder Note, interest, if any, accrued to the date fixed for redemption will be paid as specified in such notice. b. If notice of redemption has been given as provided in Section 2.5 (a) above, the IPO Note or the Remainder Note, as the case may be, shall become due and payable on the date and at the place designatedor places stated in such notice at the Note Redemption Price, its certificate and on and after said date (unless the Company shall default in the payment of such notes at the Note Redemption Price), the Seller or certificates representing the shares Holder, as the case may be, of the IPO Note or the Remainder Note, as the case may be, shall have no right in respect of such notes except the right to receive the Note Redemption Price. On presentation and surrender of the IPO Note or the Remainder Note, as the case may be, at a place of payment specified in the notice, such notes shall be redeemed. Except paid and redeemed by the Company at the Note Redemption Price. c. In the event of a redemption of the Notes pursuant to Section 2.4 and the Seller (or the Holder) of the Notes is required to accept payment in common stock of the Company, such party as provided in Section D.6., on or after the Redemption Date, each holder a condition to delivery of Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock to be redeemed shall surrender to the Corporation the certificate or certificates representing such shares, executes and delivers to the Company (if it has not already done so) a Shareholder Agreement in the manner and at the place designated form attached hereto as Attachment 4 ("SHAREHOLDER AGREEMENT"). Ownership in the Redemption Notice, and thereupon, subject to the provisions of Section D.4., the aggregate Redemption Price of such shares shall be payable to not vest in the order of Seller (or the person whose name appears on Holder) until such certificate or certificates time as the owner thereof and each surrendered certificate shall be canceled. In Company receives the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed sharesexecuted Shareholder Agreement.

Redemption Procedure. At least (i) Notice of any redemption pursuant to this Section 9 (a "Call Notice") of Series C Preferred Interests will be given by the Partnership by mail to each record holder to be redeemed not fewer than 30 nor more than 60 days prior to the -------------------- Redemption Datedate fixed for redemption thereof. For purposes of the calculation of the date of redemption and the dates on which the Call Notice is given, written notice (the "Redemption Notice") a Call Notice shall be maileddeemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to each holder such holders of record (Series C Preferred Interests. Each Call Notice shall be addressed to such holders of Series C Preferred Interests at the close address of business on the business day next preceding holder appearing in the day on which notice is givenbooks and records of the Partnership. No defect in the Call Notice or in the mailing thereof or publication of its contents shall affect the validity of the redemption proceedings. (ii) In the event that fewer than all the outstanding Series C Preferred Interests are to be redeemed, the Series C Preferred Interests to be redeemed will be selected at the Partnership's discretion. (iii) If the Partnership gives a Call Notice in respect of Series C Preferred Interests, then upon the date fixed for redemption of the Series C Preferred StockInterests, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock electing to have shares redeemed, at the address last shown on the records all rights of the Corporation for such holder or given by the holder to the Corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office holders of the Corporation is located, notifying such holder of the redemption to be effected, specifying the number of shares to be redeemed, the Redemption Price, the place at which payment may be obtained and the date on which such holder's right to convert Series C Preferred StockInterests so called for redemption will cease, Series D Preferred Stock, Series E Preferred Stock or Series F Preferred Stock into Common Stock as except the right of the holders of such securities to such shares terminates and calling upon such holder to surrender to receive the Corporation, in Call Price. In the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Except as provided in Section D.6., on or after the Redemption Date, each holder event that any date fixed for redemption of Series C Preferred StockInterests is not a business day, then payment of the Call Price payable on such date will be made on the next succeeding day which is a business day (and without any interest or other payment in respect of any such delay), except that, if such business day falls in the next calendar year, such payment will be made on the immediately preceding business day. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK.] DESIGNATION OF SERIES D 9 1/2% PREFERRED LIMITED PARTNER INTERESTS This Exhibit 5 constitutes a designation in accordance with Section 2.4 of the Second Amended and Restated Agreement of Limited Partnership (the "Agreement"). This designation authorizes the issuance of Series D 9 1/2% Preferred Stock, Series E Preferred Stock or Series F Preferred Stock to be redeemed Limited Partner Interests of the Partnership under the terms set forth below. The defined terms used but not defined in this Exhibit 5 shall surrender to have the Corporation the certificate or certificates representing such shares, meaning ascribed thereto in the manner and at the place designated in the Redemption Notice, and thereupon, subject to the provisions of Section D.4Agreement., the aggregate Redemption Price of such shares shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. In the event less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued representing the unredeemed shares.