Common use of Issuances of Additional Units Clause in Contracts

Issuances of Additional Units. The General Partner is hereby authorized to cause the Partnership to issue additional Units for any Partnership purpose, at any time or from time to time, to Partners (including the General Partner) or to other Persons for such consideration and on such terms and conditions as shall be established by the General Partner in its sole discretion and absolute discretion, all without the approval of the Limited Partners. Any additional Units issued thereby may be issued in one or more classes, or in one or more series of any of such classes, with designations, preferences and relative participating, option or other special rights, powers and duties, including rights, powers and duties senior to Units previously issued to the Limited Partners, all as shall be determined by the General Partner in its sole discretion and without the approval of any Limited Partner, subject to Delaware law, including without limitation, (A) the allocation or items of Partnership income, gain, loss, deduction and credit to each such class or series of Units; (B) the right of each such class or series of Units to share in Partnership distributions; and (C) the rights of each such class or series of Units upon dissolution and liquidation of the Partnership; provided, however, that no additional Units will be issued to the General Partner unless: (1) the additional Units are issued in exchange for property or other assets owned by the General Partner with a fair market value, as determined by the General Partner, in good faith, equal to the value to the Units; or (2) the additional Units are issued to all Partners in proportion to their respective percentage ownership of the Units.