Common use of No Right to Distributions in Kind Clause in Contracts

No Right to Distributions in Kind. No Partner shall be entitled to demand property other than cash in connection with any distributions by the Partnership; provided, however, notwithstanding anything in this Agreement to the contrary, the General Partner is expressly authorized, in its sole discretion, to declare and cause the Partnership to make a non-pro rata distribution, with no other Partners receiving any portion of such distribution, to the General Partner of 100% of the Partnership’s ownership interests in New LLC in exchange for a redemption of all of the Preferred Units held by the General Partner and 25,210,092 Common Units held by the General Partner or a subsidiary of the General Partner (and the General Partner shall not be required to redeem or cancel any of its capital stock in connection with such redemption of Partnership Units held by the General Partner or a subsidiary of the General Partner) (the “Redemption and Exchange”).

Appears in 2 contracts

Sources: Agreement of Limited Partnership (Bluerock Residential Growth REIT, Inc.), Thirteenth Amendment to the Second Amended and Restated Agreement of Limited Partnership (Bluerock Homes Trust, Inc.)