Common use of Conversion of Class O LTIP Units by the Partnership Clause in Contracts

Conversion of Class O LTIP Units by the Partnership. The Partnership, at any time at the election of the General Partner, may cause any number of Class O LTIP Units (whether such units are Vested Class O LTIP Units or Unvested Class O LTIP Units) held by the holder of Class O LTIP Units to be converted (a “Class O LTIP Unit Mandatory Conversion”) into a number of Class A Units determined as set forth in Section 4.9.A, giving effect to all adjustments (if any) made pursuant to Section 4.8; provided, however, that, any Class O LTIP Units that would be so converted but could not be converted by the holder due to the Class O LTIP Units Capital Account Limitation shall be forfeited and canceled without further consideration to the holder. In order to exercise its right to cause a Class O LTIP Unit Mandatory Conversion, the Partnership shall deliver a notice (a “Class O LTIP Unit Mandatory Conversion Notice”) in the form attached as Exhibit I to this Agreement to the holder of Class O LTIP Units not less than 10 nor more than 60 days prior to the Class O LTIP Unit Conversion Date specified in such Class O LTIP Unit Mandatory Conversion Notice. A Class O LTIP Unit Mandatory Conversion Notice shall be provided in the manner provided in Section 15.1.