Common use of Liquidation Preference Clause in Contracts

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Junior Units, the holders Ashford OP Limited Partner, LLC, in its capacity as holder of the Series B D Preferred Units Partnership Units, shall be entitled to receive two thousand five hundred dollars (a liquidation preference distribution of $2,500.00) 25.00 per Series B D Preferred Unit Partnership Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon Preferred Return to the date of final distribution to such holdersdistribution, but such holders Ashford OP Limited Partner, LLC shall not be entitled to any further paymentpayment with respect thereto. If, If upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnershipits assets, or proceeds thereof, distributable among Ashford OP Limited Partner, LLC, in its capacity as the holders holder of the Series B D Preferred Units Partnership Units, shall be insufficient to pay in full the above described preferential amount aforesaid distribution and liquidating payments distributions on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among Ashford OP Limited Partner, LLC, in its capacity as the holder of the Series D Preferred Partnership Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the same proportion as the respective amounts that would be payable on such Series B D Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Junior Units, the holders Ashford OP Limited Partner LLC, in its capacity as holder of the Series B E Preferred Units Partnership Units, shall be entitled to receive two thousand five hundred dollars (a liquidation preference distribution of $2,500.00) 25.00 per Series B E Preferred Unit Partnership Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon Preferred Return to the date of final distribution to such holdersdistribution, but such holders Ashford OP Limited Partner LLC shall not be entitled to any further paymentpayment with respect thereto. If, If upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnershipits assets, or proceeds thereof, distributable among Ashford OP Limited Partner LLC, in its capacity as the holders holder of the Series B E Preferred Units Partnership Units, shall be insufficient to pay in full the above described preferential amount aforesaid distribution and liquidating payments distributions on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among Ashford OP Limited Partner LLC, in its capacity as the holder of the Series E Preferred Partnership Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the same proportion as the respective amounts that would be payable on such Series B E Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Junior Units, the holders Ashford OP Limited Partner, LLC, in its capacity as holder of the Series B E Preferred Units Partnership Units, shall be entitled to receive two thousand five hundred dollars (a liquidation preference distribution of $2,500.00) 25.00 per Series B E Preferred Unit Partnership Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon Preferred Return to the date of final distribution to such holdersdistribution, but such holders Ashford OP Limited Partner, LLC shall not be entitled to any further paymentpayment with respect thereto. If, If upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnershipits assets, or proceeds thereof, distributable among Ashford OP Limited Partner, LLC, in its capacity as the holders holder of the Series B E Preferred Units Partnership Units, shall be insufficient to pay in full the above described preferential amount aforesaid distribution and liquidating payments distributions on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among Ashford OP Limited Partner, LLC, in its capacity as the holder of the Series E Preferred Partnership Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the same proportion as the respective amounts that would be payable on such Series B E Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Junior Units, the holders Ashford OP Limited Partner LLC, in its capacity as holder of the Series B A Preferred Units Partnership Units, shall be entitled to receive two thousand five hundred dollars (a liquidation preference distribution of $2,500.00) 25.00 per Series B A Preferred Unit Partnership Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon Preferred Return to the date of final distribution to such holdersdistribution, but such holders Ashford OP Limited Partner LLC shall not be entitled to any further paymentpayment with respect thereto. If, If upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnershipits assets, or proceeds thereof, distributable among Ashford OP Limited Partner LLC, in its capacity as the holders holder of the Series B A Preferred Units Partnership Units, shall be insufficient to pay in full the above described preferential amount aforesaid distribution and liquidating payments distributions on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among Ashford OP Limited Partner LLC, in its capacity as the holder of the Series A Preferred Partnership Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the same proportion as the respective amounts that would be payable on such Series B A Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, subject to the preferential rights of the holders of shares of any class or series of Senior Units, but before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B A Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 100,000.00 per Series B A Preferred Unit (the “Liquidation Preference”) plus an amount per Series A Preferred Unit equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series A Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B A Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Preferred Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B A Preferred Units and any such other Parity Preferred Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Units and any such other Parity Preferred Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units Sale Transaction shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B A Preferred Units shall be entitled to receive two thousand twenty-five hundred dollars Dollars ($2,500.0025.00) per Series B A Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B A Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B A Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Junior Units, the holders Ashford OP Limited Partner LLC, in its capacity as holder of the Series B D Preferred Units Partnership Units, shall be entitled to receive two thousand five hundred dollars (a liquidation preference distribution of $2,500.00) 25.00 per Series B D Preferred Unit Partnership Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon Preferred Return to the date of final distribution to such holdersdistribution, but such holders Ashford OP Limited Partner LLC shall not be entitled to any further paymentpayment with respect thereto. If, If upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnershipits assets, or proceeds thereof, distributable among Ashford OP Limited Partner LLC, in its capacity as the holders holder of the Series B D Preferred Units Partnership Units, shall be insufficient to pay in full the above described preferential amount aforesaid distribution and liquidating payments distributions on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among Ashford OP Limited Partner LLC, in its capacity as the holder of the Series D Preferred Partnership Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the same proportion as the respective amounts that would be payable on such Series B D Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, subject to the preferential rights of the holders of shares of any class or series of Senior Units, but before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B A Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 100,000.00 per Series B A Preferred Unit (the “Liquidation Preference”), plus an amount per Series A Preferred Unit equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series A Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B A Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Preferred Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B A Preferred Units and any such other Parity Preferred Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Units and any such other Parity Preferred Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units Sale Transaction shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B A Preferred Units shall be entitled to receive two thousand five hundred dollars Ten Dollars ($2,500.0010.00) per Series B A Preferred Unit (the “Liquidation Preference”) plus an amount equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to the date of final distribution to such holders, holder; but such the holders of Series A Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B A Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of such Series A Preferred Units, and the Series B Preferred Units and holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipGeneral Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B C Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B C-1 Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the holders of such holders, units; but such the holders of the Series C-1 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B C Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B C-1 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B C-1 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership's or the PartnershipGeneral Partner's assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders General Partner, in its capacity as the holder of the Series B D Preferred Units Units, shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B D Preferred Unit (the “Liquidation Preference”) plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the General Partner, in its capacity as such holdersholder; but the General Partner, but such holders in its capacity as the holder of Series D Preferred Units, shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders General Partner, in its capacity as the holder of the Series B D Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series units of Parity Unitsthe Partnership ranking on a parity with the Series D Preferred Units as to such distribution, then such assets, or the proceeds thereof, shall be distributed among the General Partner, in its capacity as the holder of such Series D Preferred Units, and the holders of the Series B Preferred Units and any such other Parity Units units ratably in accordance with the respective amounts that would be payable on such Series B D Preferred Units and any such other Parity Units units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding winding-up of the Operating Partnership, whether voluntary or involuntary, before any payment or distribution of the Operating Partnership’s assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B I Preferred Units shall be entitled to receive two thousand five hundred dollars $50.00 per unit of Series I Preferred Units ($2,500.00the “Liquidation Preference”) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to the date of final distribution to such holders, but such holders shall not be entitled to any further paymentpayment or other participation in any distribution of the assets of the Operating Partnership. If, upon any liquidation, dissolution or winding winding-up of the Operating Partnership, the assets of the Operating Partnership’s assets, or proceeds thereof, distributable among the holders of the Series B I Preferred Units shall be are insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B I Preferred Units and any such other Parity Units ratably in accordance with proportion to the respective amounts that would be payable on such Series B I Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders General Partner, in its capacity as the holder of the Series B C Preferred Units Units, shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B C Preferred Unit (the “Liquidation Preference”) plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the General Partner, in its capacity as such holdersholder; but the General Partner, but such holders in its capacity as the holder of Series C Preferred Units, shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders General Partner, in its capacity as the holder of the Series B C Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series units of Parity Unitsthe Partnership ranking on a parity with the Series C Preferred Units as to such distribution, then such assets, or the proceeds thereof, shall be distributed among the General Partner, in its capacity as the holder of such Series C Preferred Units, and the holders of the Series B Preferred Units and any such other Parity Units units ratably in accordance with the respective amounts that would be payable on such Series B C Preferred Units and any such other Parity Units units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B 1 Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) the Liquidation Price per unit of Series B 1 Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, ; but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B 1 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other shares of any class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B 1 Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B 1 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, 5: (i) a consolidation or merger of the Partnership with one or more Personscorporations, real estate investment trusts or other entities; (ii) a sale sale, lease or transfer of all or substantially all of the assets of the Partnership, ’s assets; or (iii) a statutory unit exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (aA) In the event of any liquidationLiquidation, dissolution or winding up subject to the prior preferences and other rights of the Partnership, whether voluntary or involuntaryany Series A Senior Units, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Series A Junior Units, the holders of the Series B A Preferred Units shall be entitled to receive two thousand five hundred dollars One Thousand Dollars ($2,500.001,000.00) (the “Series A Liquidation Preference”) per Series B A Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, ; but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the PartnershipLiquidation, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B A Preferred Units and all Series A Parity Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other units of any class or series of Series A Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B A Preferred Units and any such other Series A Parity Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Units and any such other Series A Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B A Preferred Partnership Units shall be entitled to receive two thousand five hundred dollars $25 per Unit ($2,500.00the “Liquidation Preference”) per Series B Preferred Unit plus an amount per Unit equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series A Preferred Partnership Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B A Preferred Partnership Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B A Preferred Partnership Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership with one or more Personsentities, (ii) a statutory Unit exchange or (iii) a sale or transfer of all or substantially all of the Partnership’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (aA) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Distribution Junior Units, the holders of the Series B Class A Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B Class A Preferred Unit Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon to to, but not including, the date of final payment (such aggregate amount the "Class A Liquidation Preference"). Until the holders of the Class A Preferred Units have been paid the Class A Liquidation Preference in full, no payment or distribution to such holders, but such holders shall not will be entitled made to any further paymentholder of any Distribution Junior Units upon the liquidation, dissolution or winding up of the Partnership. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or the proceeds thereof, distributable among to the holders of the Series B Class A Preferred Units shall be insufficient to pay in full the preferential amount aforesaid Class A Liquidation Preference and liquidating payments on any other class or series of Distribution Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B Class A Preferred Units and any the holders of such other Distribution Parity Units ratably in accordance with proportion to the respective amounts that full liquidating distributions (including, if applicable, accumulated, accrued and unpaid distributions) to which they would otherwise respectively be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnershipentitled.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B H Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B H Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series H Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series H Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B H Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B H Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B H Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (a) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding winding-up of the affairs of the Partnership, whether voluntary or involuntarythe General Partner, before any payment or distribution in its capacity as holder of the Series G Preferred Units, shall be entitled to be paid out of the assets of the Partnership (whether capital or surplus) shall be made legally available for distribution to or set apart for the holders its Partners a liquidation preference of Junior Units, the holders of the Series B Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 2,500.00 per Series B G Preferred Unit Unit, plus an amount equal to all any accrued and unpaid distributions to the date of payment (whether or not earned declared on such Series G Preferred Unit), before any distribution or declared) accrued and unpaid thereon payment shall be made to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Common Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on or any other class or series of Parity Partnership Units ranking junior to the Series G Preferred Units as to liquidation rights. In the event that, upon such voluntary or involuntary liquidation, dissolution or winding-up, the available assets of the Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Series G Preferred Units and the corresponding amounts payable on any other classes or series of Partnership Units ranking on a parity with the Series G Preferred Units in the distribution of assets, then the General Partner, in its capacity as the holder of the Series G Preferred Units, then such assets, or the proceeds thereof, shall be distributed among and the holders of all other such classes or series of Partnership Units ranking on a parity with the Series B G Preferred Units and shall share ratably in any such other Parity Units ratably distribution of assets in accordance with proportion to the respective amounts that full liquidating distributions to which they would otherwise be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in fullrespectively entitled. For the purposes of this Section 3.32, (i) a the consolidation or merger of the Partnership or the General Partner with one or more Personspartnerships, limited liability companies, corporations, real estate investment trusts or other entities and (ii) a sale sale, lease or transfer conveyance of all or substantially all of the assets of the Partnership, ’s property or (iii) a statutory exchange of units business shall not be deemed to be constitute a liquidation, dissolution or winding up, voluntary or involuntary, winding-up of the Partnership.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B Two Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B Two Preferred Unit (the "Liquidation Preference") or, if greater, the amount which each holder would receive in respect of the Common Units and Other Securities and property it would receive upon conversion of its Series Two Preferred Units if all Series Two Preferred Units were converted pursuant to Section 7 immediately prior to the distribution of liquidation proceeds under the Partnership Agreement, plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon pursuant to Section 3 to the date of final distribution to such holders, holder; but such holders of Series Two Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Two Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B Two Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Two Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (aA) In the event of any liquidationLiquidation, dissolution or winding up subject to the prior preferences and other rights of the Partnership, whether voluntary or involuntaryany Series B Senior Units, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Series B Junior Units, the holders of the Series B Preferred Units shall be entitled to receive two thousand five hundred dollars (i) (A) Ten Dollars and Sixty Cents ($2,500.0010.60) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, holder (the “Series B Liquidation Preference”) plus (B) the Series B Redemption Premium or (ii) an amount per Series B Preferred Unit equal to the amount which would have been payable had each Series B Preferred Unit been converted into Common Units immediately prior to such Liquidation; but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the PartnershipLiquidation, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other units of any class or series of Series B Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B Preferred Units and any such other Series B Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Preferred Units and any such other Series B Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B G-3 Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) the Series G-3 Preferred Unit Redemption Value per Series B G-3 Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such the holders of Series G-3 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B G-3 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B G-3 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B G-3 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.32.C and 2.G, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series B Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series B Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B D-4 Preferred Units shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B D-4 Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to the date of final distribution to the holders of such holders, units; but such the holders of Series D-4 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B D-4 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B D-4 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B D-4 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.any

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership Company (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, as to the distribution of assets on any liquidation, dissolution or winding up of the Company, the holders of the Series B C Preferred Units shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B C Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, ; but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B C Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, as to the distribution of assets on any liquidation, dissolution or winding up of the Company, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B C Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B C Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.34, (i) a consolidation or merger of the Partnership Company with one or more Personscorporations, real estate investment trusts or other entities, (ii) a sale sale, lease or transfer of all or substantially all of the Company's assets of the Partnership, or (iii) a statutory share exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders General Partner, in its capacity as the holder of the Series B E Preferred Units Units, shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B E Preferred Unit (the “Liquidation Preference”) plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the General Partner, in its capacity as such holdersholder; but the General Partner, but such holders in its capacity as the holder of Series E Preferred Units, shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders General Partner, in its capacity as the holder of the Series B E Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series units of Parity Unitsthe Partnership ranking on a parity with the Series E Preferred Units as to such distribution, then such assets, or the proceeds thereof, shall be distributed among the General Partner, in its capacity as the holder of such Series E Preferred Units, and the holders of the Series B Preferred Units and any such other Parity Units units ratably in accordance with the respective amounts that would be payable on such Series B E Preferred Units and any such other Parity Units units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders General Partner, in its capacity as the holder of the Series B A Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B A Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the General Partner, in its capacity as such holdersholder; but the General Partner, but such holders in its capacity as the holder of Series A Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders General Partner, in its capacity as the holder of the Series B A Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the General Partner, in its capacity as the holder of such Series A Preferred Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.respective

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B J Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B J Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series J Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series J Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B J Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B J Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B J Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B C Preferred Partnership Units shall be entitled to receive two thousand five hundred dollars $25 per Unit ($2,500.00the “Liquidation Preference”) per Series B Preferred Unit plus an amount per Unit equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series C Preferred Partnership Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B C Preferred Partnership Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B C Preferred Partnership Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B C Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership with one or more Personsentities, (ii) a statutory Unit exchange or (iii) a sale or transfer of all or substantially all of the Partnership’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the Company, whether voluntary or involuntary, before any payment or 109 distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders Company, in its capacity as the holder of the Series B D Preferred Units Units, shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B D Preferred Unit (the “Series D Liquidation Preference”) plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the Company, in its capacity as such holdersholder; but the Company, but such holders in its capacity as the holder of Series D Preferred Units, shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the Company, the assets of the Partnership, or proceeds thereof, distributable among to the holders Company, in its capacity as the holder of the Series B D Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series units of Parity Unitsthe Partnership ranking on a parity with the Series D Preferred Units as to such distribution, then such assets, or the proceeds thereof, shall be distributed among the Company, in its capacity as the holder of such Series D Preferred Units, and the holders of the Series B Preferred Units and any such other Parity Units units ratably in accordance with the respective amounts that would be payable on such Series B D Preferred Units and any such other Parity Units units if all amounts payable thereon were paid in full. For the purposes of this Section 3.319.3, (i) a consolidation or merger of the Partnership or the Company with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the Company and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipCompany’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or Company.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B F-1 Preferred Units shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B F-1 Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the holders of such holders, units; but such the holders of the Series F-1 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B F-1 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B F-1 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B F-1 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3Paragraph 2.C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership's or the PartnershipGeneral Partner's assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B G Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B G Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series G Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series G Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B G Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B G Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B G Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (aA) In the event of any liquidationLiquidation, dissolution or winding up subject to the prior preferences and other rights of the Partnership, whether voluntary or involuntaryany Series F Senior Units, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Series F Junior Units, the holders of the Series B F Preferred Units shall be entitled to receive two thousand five hundred dollars the greater of ($2,500.00i) (A) the Series F Liquidation Preference per Series B F Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, holder or (ii) an amount per Series F Preferred Unit equal to the amount which would have been payable had each Series F Preferred Unit been converted into OP Units immediately prior to such Liquidation (the “Series F Liquidation Amount”); but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the PartnershipLiquidation, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B F Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other units of any class or series of Series F Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B F Preferred Units and any such other Series F Parity Units ratably in accordance with the respective amounts that would be payable on such Series B F Preferred Units and any such other Series F Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B D-2 Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B D-2 Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to the date of final distribution to the holders of such holders, units; but such the holders of Series D-2 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B D-2 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B D-2 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B D-2 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.32.C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership's or the PartnershipGeneral Partner's assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders General Partner, in its capacity as the holder of the Series B C Pass-Through Preferred Units Units, shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B C Pass-Through Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the General Partner, in its capacity as such holdersholder; but the General Partner, but such holders in its capacity as the holder of Series C Pass-Through Preferred Units, shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders General Partner, in its capacity as the holder of the Series B C Pass-Through Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B Preferred Units and any such other Parity Units ratably General Partner, in accordance with the respective amounts that would be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.its

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B F Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B F Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series F Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series F Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B F Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B F Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B F Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (aA) In the event of any liquidationLiquidation, dissolution or winding up subject to the prior preferences and other rights of the Partnership, whether voluntary or involuntaryany Series A Senior Units, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Series A Junior Units, the holders of the Series B A Preferred Units shall be entitled to receive two thousand five hundred dollars (i) (A) Eleven Dollars ($2,500.0011.00) per Series B A Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, holder (the “Series A Liquidation Preference”) plus (B) the Series A Redemption Premium or (ii) an amount per Series A Preferred Unit equal to the amount which would have been payable had each Series A Preferred Unit been converted into Common Units immediately prior to such Liquidation; but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the PartnershipLiquidation, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B A Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other units of any class or series of Series A Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B A Preferred Units and any such other Series A Parity Units ratably in accordance with the respective amounts that would be payable on such Series B A Preferred Units and any such other Series A Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B I Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B I Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series I Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series I Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B I Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B I Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B I Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (a) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding winding-up of the affairs of the Partnership, whether voluntary or involuntarythe General Partner, before any payment or distribution in its capacity as holder of the Series F Preferred Units, shall be entitled to be paid out of the assets of the Partnership (whether capital or surplus) shall be made legally available for distribution to or set apart for the holders its Partners a liquidation preference of Junior Units, the holders of the Series B Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 1,000.00 per Series B F Preferred Unit Unit, plus an amount equal to all any accrued and unpaid distributions to the date of payment (whether or not earned declared on such Series F Preferred Unit), before any distribution or declared) accrued and unpaid thereon payment shall be made to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Common Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on or any other class or series of Parity Partnership Units ranking junior to the Series F Preferred Units as to liquidation rights. In the event that, upon such voluntary or involuntary liquidation, dissolution or winding-up, the available assets of the Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Series F Preferred Units and the corresponding amounts payable on any other classes or series of Partnership Units ranking on a parity with the Series F Preferred Units in the distribution of assets, then the General Partner, in its capacity as the holder of the Series F Preferred Units, then such assets, or the proceeds thereof, shall be distributed among and the holders of all other such classes or series of Partnership Units ranking on a parity with the Series B F Preferred Units and shall share ratably in any such other Parity Units ratably distribution of assets in accordance with proportion to the respective amounts that full liquidating distributions to which they would otherwise be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in fullrespectively entitled. For the purposes of this Section 3.32, (i) a the consolidation or merger of the Partnership or the General Partner with one or more Personspartnerships, limited liability companies, corporations, real estate investment trusts or other entities and (ii) a sale sale, lease or transfer conveyance of all or substantially all of the assets of the Partnership, ’s property or (iii) a statutory exchange of units business shall not be deemed to be constitute a liquidation, dissolution or winding up, voluntary or involuntary, winding-up of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B E-1 Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B E-1 Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the holders of such holders, units; but such the holders of the Series E-1 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B E-1 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B E-1 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B E-1 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3Paragraph 2.C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership's or the PartnershipGeneral Partner's assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B D-16 Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit the Redemption Price plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such the holders of Series D-16 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B D-16 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B D-16 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B D-16 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.32.C and 2.G, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders General Partner, in its capacity as the holder of the Series B Pass-Through Preferred Units Units, shall be entitled to receive two thousand five hundred dollars Twenty-Five Dollars ($2,500.0025.00) per Series B Pass-Through Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to the General Partner, in its capacity as such holdersholder; but the General Partner, but such holders in its capacity as the holder of Series B Pass-Through Preferred Units, shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders General Partner, in its capacity as the holder of the Series B Pass-Through Preferred Units Units, shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the General Partner, in its capacity as the holder of such Series B Pass-Through Preferred Units, and the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Pass-Through Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3C, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership's or the PartnershipGeneral Partner's assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipGeneral Partner.

Liquidation Preference. (a) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding winding-up of the affairs of the Partnership, whether voluntary or involuntarythe General Partner, before any payment or distribution in its capacity as holder of the Series H-2 Preferred Units, shall be entitled to be paid out of the assets of the Partnership (whether capital legally available for distribution to its Partners a liquidation preference per Series H-2 Preferred Unit equal to Liquidation Value, before any distribution or surplus) payment shall be made to or set apart for the holders of Junior Units, the holders of the Series B Preferred Common Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Partnership Units ranking junior to the Series H-2 Preferred Units as to liquidation rights. In the event that, upon such voluntary or involuntary liquidation, dissolution or winding-up, the available assets of the Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Series H-2 Preferred Units and the corresponding amounts payable on any other classes or series of Partnership Units ranking on a parity with the Series H-2 Preferred Units in the distribution of assets, then the General Partner, in its capacity as the holder of the Series H-2 Preferred Units, then such assets, or the proceeds thereof, shall be distributed among and the holders of all other such classes or series of Partnership Units ranking on a parity with the Series B H-2 Preferred Units and shall share ratably in any such other Parity Units ratably distribution of assets in accordance with proportion to the respective amounts that full liquidating distributions to which they would otherwise be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in fullrespectively entitled. For the purposes of this Section 3.32, (i) a the consolidation or merger of the Partnership or the General Partner with one or more Personspartnerships, limited liability companies, corporations, real estate investment trusts or other entities and (ii) a sale sale, lease or transfer conveyance of all or substantially all of the assets of the Partnership, ’s property or (iii) a statutory exchange of units business shall not be deemed to be constitute a liquidation, dissolution or winding up, voluntary or involuntary, winding-up of the Partnership.

Liquidation Preference. (aA) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of any Distribution Junior Units, the holders of the Series B Class C Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B Class C Preferred Unit Unit, plus an amount equal to all distributions (whether or not earned or declared) accumulated, accrued and unpaid thereon to to, but not including, the date of final payment (such aggregate amount the "Class C Liquidation Preference"). Until the holders of the Class C Preferred Units have been paid the Class C Liquidation Preference in full, no payment or distribution to such holders, but such holders shall not will be entitled made to any further paymentholder of any Distribution Junior Units upon the liquidation, dissolution or winding up of the Partnership. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or the proceeds thereof, distributable among to the holders of the Series B Class C Preferred Units shall be insufficient to pay in full the preferential amount aforesaid Class C Liquidation Preference and liquidating payments on any other class or series of Distribution Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B Class C Preferred Units and any the holders of such other Distribution Parity Units ratably in accordance with proportion to the respective amounts that full liquidating distributions (including, if applicable, accumulated, accrued and unpaid distributions) to which they would otherwise respectively be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnershipentitled.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B Four Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B Four Preferred Unit (the “Liquidation Preference”), plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon pursuant to Section 3 to the date of final distribution to such holders, holder; but such holders of Series Four Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Four Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B Four Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Four Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (a) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding winding-up of the affairs of the Partnership, whether voluntary or involuntarythe General Partner, before any payment or distribution in its capacity as holder of the Series E Preferred Units, shall be entitled to be paid out of the assets of the Partnership (whether capital or surplus) shall be made legally available for distribution to or set apart for the holders its Partners a liquidation preference of Junior Units, the holders of the Series B Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B E Preferred Unit Unit, plus an amount equal to all any accrued and unpaid distributions to the date of payment (whether or not earned declared on such Series E Preferred Unit), before any distribution or declared) accrued and unpaid thereon payment shall be made to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Common Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on or any other class or series of Parity Partnership Units ranking junior to the Series E Preferred Units as to liquidation rights. In the event that, upon such voluntary or involuntary liquidation, dissolution or winding-up, the available assets of the Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Series E Preferred Units and the corresponding amounts payable on any other classes or series of Partnership Units ranking on a parity with the Series E Preferred Units in the distribution of assets, then the General Partner, in its capacity as the holder of the Series E Preferred Units, then such assets, or the proceeds thereof, shall be distributed among and the holders of all other such classes or series of Partnership Units ranking on a parity with the Series B E Preferred Units and shall share ratably in any such other Parity Units ratably distribution of assets in accordance with proportion to the respective amounts that full liquidating distributions to which they would otherwise be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in fullrespectively entitled. For the purposes of this Section 3.32, (i) a the consolidation or merger of the Partnership or the General Partner with one or more Personspartnerships, limited liability companies, corporations, real estate investment trusts or other entities and (ii) a sale sale, lease or transfer conveyance of all or substantially all of the assets of the Partnership, 's property or (iii) a statutory exchange of units business shall not be deemed to be constitute a liquidation, dissolution or winding up, voluntary or involuntary, winding-up of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B G-4 Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit the Redemption Price plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such the holders of Series G-4 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B G-4 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B G-4 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B G-4 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.32.C and 2.G, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (a) Payment to Holders of Series C Preferred Units. In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, and subject to the right to payment of holders of Preferred Units ranking senior to or on parity with the Series C Preferred Units, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Series C Junior Units, the holders each holder of the Series B C Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date such holder's Capital Account in respect of final distribution to such holdersits Series C Preferred Units, but such the holders of Series C Preferred Units shall not be entitled to any further paymentpayment in respect of their Series C Preferred Units. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among to the holders of the Series B C Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Series C Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B C Preferred Units and the holders of any such other Series C Parity Units ratably in accordance with the respective amounts that would be payable on such Series B C Preferred Units and any such other Series C Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.35, (i) none of a consolidation or merger of the Partnership Company with one or more Personsixxx xxx xx xxxx entities, (ii) a sale merger of an entity with or transfer into the Company, a statutory share exchange by the Company or a sale, lease or conveyance of all or substantially all of the Company's assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B A Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B A Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series A Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series A Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B A Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B A Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B A Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (a) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding winding-up of the affairs of the Partnership, whether voluntary or involuntarythe General Partner, before any payment or distribution in its capacity as holder of the Series H-1 Preferred Units, shall be entitled to be paid out of the assets of the Partnership (whether capital legally available for distribution to its Partners a liquidation preference per Series H-1 Preferred Unit equal to Liquidation Value, before any distribution or surplus) payment shall be made to or set apart for the holders of Junior Units, the holders of the Series B Preferred Common Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Partnership Units ranking junior to the Series H-1 Preferred Units as to liquidation rights. In the event that, upon such voluntary or involuntary liquidation, dissolution or winding-up, the available assets of the Partnership are insufficient to pay the amount of the liquidating distributions on all outstanding Series H-1 Preferred Units and the corresponding amounts payable on any other classes or series of Partnership Units ranking on a parity with the Series H-1 Preferred Units in the distribution of assets, then the General Partner, in its capacity as the holder of the Series H-1 Preferred Units, then such assets, or the proceeds thereof, shall be distributed among and the holders of all other such classes or series of Partnership Units ranking on a parity with the Series B H-1 Preferred Units and shall share ratably in any such other Parity Units ratably distribution of assets in accordance with proportion to the respective amounts that full liquidating distributions to which they would otherwise be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in fullrespectively entitled. For the purposes of this Section 3.32, (i) a the consolidation or merger of the Partnership or the General Partner with one or more Personspartnerships, limited liability companies, corporations, real estate investment trusts or other entities and (ii) a sale sale, lease or transfer conveyance of all or substantially all of the assets of the Partnership, ’s property or (iii) a statutory exchange of units business shall not be deemed to be constitute a liquidation, dissolution or winding up, voluntary or involuntary, winding-up of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B G-2 Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) the Series G-2 Preferred Unit Redemption Value per Series B G-2 Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such the holders of Series G-2 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B G-2 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B G-2 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B G-2 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.32.C and 2.G, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B One Preferred Units shall be entitled to receive two thousand five hundred dollars Thirty-four Dollars ($2,500.0034.00) per Series B One Preferred Unit (the "Liquidation Preference") plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, holder; but such holders of Series One Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B One Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B One Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B One Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B Three Preferred Units shall be entitled to receive two thousand five hundred dollars Fifty Dollars ($2,500.0050.00) per Series B Three Preferred Unit (the "Liquidation Preference") or, if greater, the amount which each holder would receive in respect of the Common Units and Other Securities and property it would receive upon conversion of its Series Three Preferred Units if all Series Three Preferred Units were converted pursuant to Section 7 immediately prior to the distribution of liquidation proceeds under the Partnership Agreement, plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon pursuant to Section 3 to the date of final distribution to such holders, holder; but such holders of Series Three Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Three Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B Three Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Three Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B E Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B E Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such holders shall not be entitled to any further payment. If, upon any liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B E Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B E Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B E Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B Preferred Partnership Units shall be entitled to receive two thousand five hundred dollars $25 per Unit ($2,500.00the “Liquidation Preference”) per Series B Preferred Unit plus an amount per Unit equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series B Preferred Partnership Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Partnership Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B Preferred Partnership Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership with one or more Personsentities, (ii) a statutory Unit exchange or (iii) a sale or transfer of all or substantially all of the Partnership’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (a) Payment to Holders of Series C Preferred Units. In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, and subject to the right to payment of holders of Preferred Units ranking senior to or on parity with the Series C Preferred Units, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Series C Junior Units, the holders each holder of the Series B C Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date such holder's Capital Account in respect of final distribution to such holdersits Series C Preferred Units, but such the holders of Series C Preferred Units shall not be entitled to any further paymentpayment in respect of their Series C Preferred Units. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among to the holders of the Series B C Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Series C Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B C Preferred Units and the holders of any such other Series C Parity Units ratably in accordance with the respective amounts that would be payable on such Series B C Preferred Units and any such other Series C Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.35, (i) none of a consolidation or merger of the Partnership Company with one or more Personsxxxx xxx xx xxxe entities, (ii) a sale merger of an entity with or transfer into the Company, a statutory share exchange by the Company or a sale, lease or conveyance of all or substantially all of the Company's assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (a) In the event of Upon any voluntary or involuntary liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any distribution or payment or distribution shall be made to holders of Junior Units, holders of Series A Preferred Units shall be entitled to receive, out of the assets of the Partnership legally available for distribution to its Limited Partners, after payment of or provision for the debts and other liabilities of the Partnership and any Senior Units, a liquidation preference of $25.00 per unit, plus an amount equal to any accrued and unpaid distributions (whether capital or surplusnot authorized or declared) shall be made up to, but excluding, the date of payment. In the event that, upon such voluntary or involuntary liquidation, dissolution or winding up, the available assets of the Partnership are insufficient to or set apart for pay the holders full amount of Junior the liquidating distributions on all outstanding Series A Preferred Units and the corresponding amounts payable on all Parity Units, then the holders of the Series B A Preferred Units and each such other Parity Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon share ratably in any such distribution of assets in proportion to the date full liquidating distributions to which they would otherwise be respectively entitled. After payment of final distribution the full amount of the liquidating distributions to such holderswhich they are entitled, but such the holders of Series A Preferred Units will have no right or claim to any of the remaining assets of the Partnership. The consolidation or merger of the Partnership with or into any other partnership, trust or entity, or the voluntary sale, lease, transfer or conveyance of all or substantially all of the property or business of the Partnership, shall not be entitled deemed to any further payment. If, upon any constitute a liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3, (i) a consolidation or merger of the Partnership with one or more Persons, (ii) a sale or transfer of all or substantially all of the assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B G-1 Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) per Series B Preferred Unit the Redemption Price plus an amount equal to all distributions (whether or not earned or declared) accrued and unpaid thereon to the date of final distribution to such holders, but such the holders of Series G-1 Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipPartnership or the General Partner, the assets of the Partnership, or proceeds thereof, distributable among to the holders of the Series B G-1 Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the Series B G-1 Preferred Units and the holders of any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B G-1 Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.32.C and 2.G, (i) a consolidation or merger of the Partnership or the General Partner with one or more Personsentities, (ii) a statutory share exchange by the Partnership or the General Partner and (iii) a sale or transfer of all or substantially all of the assets of Partnership’s or the PartnershipGeneral Partner’s assets, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipPartnership or General Partner.

Liquidation Preference. (ai) In the event of any liquidation, dissolution or winding up of the PartnershipCompany, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) Company shall be made to or set apart for the holders of Junior Units, the holders of the Series B C Company Preferred Units shall be entitled to receive two thousand five hundred dollars ($2,500.00) 25.00 per Series B C Company Preferred Unit (the “Liquidation Preference”) plus an amount per Series C Company Preferred Unit equal to all accrued and unpaid distributions (whether or not earned or declared) accrued and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series C Company Preferred Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the PartnershipCompany, the assets of the PartnershipCompany, or proceeds thereof, distributable among the holders of the Series B C Company Preferred Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B C Company Preferred Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B C Company Preferred Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.3D, none of (i) a consolidation or merger of the Partnership Company with one or more Personsentities, (ii) a statutory unit exchange by the Company, or (iii) a sale or transfer of all or substantially all of the Company’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the PartnershipCompany.

Liquidation Preference. (a) In the event of any liquidation, dissolution or winding up of the Partnership, whether voluntary or involuntary, before any payment or distribution of the assets of the Partnership (whether capital or surplus) shall be made to or set apart for the holders of Junior Units, the holders of the Series B Preferred Partnership Units shall be entitled to receive two thousand five hundred dollars $100.00 per Unit ($2,500.00the “Liquidation Preference”) per Series B Preferred Unit plus an amount per Unit equal to all distributions (whether or not earned or declared) accrued accumulated and unpaid thereon to to, but not including, the date of final distribution to such holders, ; but such holders of the Series B Preferred Partnership Units shall not be entitled to any further payment. If, upon any such liquidation, dissolution or winding up of the Partnership, the assets of the Partnership, or proceeds thereof, distributable among the holders of the Series B Preferred Partnership Units shall be insufficient to pay in full the preferential amount aforesaid and liquidating payments on any other class or series of Parity Units, then such assets, or the proceeds thereof, shall be distributed among the holders of the such Series B Preferred Partnership Units and any such other Parity Units ratably in accordance with the respective amounts that would be payable on such Series B Preferred Partnership Units and any such other Parity Units if all amounts payable thereon were paid in full. For the purposes of this Section 3.34, none of (i) a consolidation or merger of the Partnership with one or more Personsentities, (ii) a statutory Unit exchange or (iii) a sale or transfer of all or substantially all of the Partnership’s assets of the Partnership, or (iii) a statutory exchange of units shall not be deemed to be a liquidation, dissolution or winding up, voluntary or involuntary, of the Partnership.