Common use of Procedures for Actions and Consents of Partners Clause in Contracts

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 Section 14.1 Procedures for Actions and Consents of Partners 72 Section 14.2 Amendments 72 Section 14.3 Actions and Consents of the Partners 72 ARTICLE 15 GENERAL PROVISIONS 73 Section 15.1 Redemption Rights of Qualifying Parties 73 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 Section 15.5 Further Action 78 Section 15.6 Binding Effect 78 Section 15.7 Waiver 78 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P., dated as of January 19, 2011, is made and entered into by and among AMERICAN ASSETS TRUST, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 68 Section 14.1 Procedures for Actions and Consents of Partners 72 68 Section 14.2 Amendments 72 68 Section 14.3 Actions and Consents of the Partners 72 69 ARTICLE 15 GENERAL PROVISIONS 73 70 Section 15.1 Redemption Rights of Qualifying Parties 73 70 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 77 Section 15.5 Further Action 78 77 Section 15.6 Binding Effect 78 77 Section 15.7 Waiver 78 77 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 78 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 80 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUSTCoreSite, L.P., dated as of January 19[ ], 20112010, is made and entered into by and among AMERICAN ASSETS TRUST, INC.CoreSite Realty Corporation, a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 75 Section 14.1 Procedures for Actions and Consents of Partners 72 75 Section 14.2 Amendments 72 75 Section 14.3 Actions and Consents of the Partners 72 75 ARTICLE 15 GENERAL PROVISIONS 73 77 Section 15.1 Redemption Rights of Qualifying Parties 73 77 Section 15.2 Addresses and Notice 77 82 Section 15.3 Titles and Captions 77 82 Section 15.4 Pronouns and Plurals 78 82 Section 15.5 Further Action 78 82 Section 15.6 Binding Effect 78 82 Section 15.7 Waiver 78 82 Section 15.8 Counterparts 78 83 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 83 Section 15.10 Entire Agreement 79 83 Section 15.11 Invalidity of Provisions 79 84 Section 15.12 Limitation to Preserve REIT Status 79 84 Section 15.13 No Partition 80 85 Section 15.14 No Third-Party Rights Created Hereby 80 85 Section 15.15 No Rights as Stockholders 81 85 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 86 Section 16.2 Vesting 81 86 Section 16.3 Adjustments 82 86 Section 16.4 Distributions 83 87 Section 16.5 Allocations 83 88 Section 16.6 Transfers 84 88 Section 16.7 Redemption 84 88 Section 16.8 Legend 84 88 Section 16.9 Conversion to Partnership Common Units 84 89 Section 16.10 Voting 87 92 Section 16.11 Section 83 Safe Harbor 87 92 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 A-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 C-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST▇▇▇▇▇▇▇ INDUSTRIAL REALTY, L.P., dated as of January 19[ l ], 20112013, is made and entered into by and among AMERICAN ASSETS TRUST▇▇▇▇▇▇▇ INDUSTRIAL REALTY, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached from time to time party hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 75 Section 14.1 Procedures for Actions and Consents of Partners 72 75 Section 14.2 Amendments 72 75 Section 14.3 Actions and Consents of the Partners 72 75 ARTICLE 15 GENERAL PROVISIONS 73 77 Section 15.1 Redemption Rights of Qualifying Parties 73 77 Section 15.2 Addresses and Notice 77 82 Section 15.3 Titles and Captions 77 82 Section 15.4 Pronouns and Plurals 78 82 Section 15.5 Further Action 78 82 Section 15.6 Binding Effect 78 82 Section 15.7 Waiver 78 82 Section 15.8 Counterparts 78 83 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 83 Section 15.10 Entire Agreement 79 83 Section 15.11 Invalidity of Provisions 79 84 Section 15.12 Limitation to Preserve REIT Status 79 84 Section 15.13 No Partition 80 85 Section 15.14 No Third-Party Rights Created Hereby 80 85 Section 15.15 No Rights as Stockholders 81 85 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 86 Section 16.2 Vesting 81 86 Section 16.3 Adjustments 82 86 Section 16.4 Distributions 83 87 Section 16.5 Allocations 83 88 Section 16.6 Transfers 84 88 Section 16.7 Redemption 84 88 Section 16.8 Legend 84 88 Section 16.9 Conversion to Partnership Common Units 84 89 Section 16.10 Voting 87 92 Section 16.11 Section 83 Safe Harbor 87 92 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 A-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 C-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST▇▇▇▇▇▇▇ INDUSTRIAL REALTY, L.P., dated as of January 19, 20112013, is made and entered into by and among AMERICAN ASSETS TRUST▇▇▇▇▇▇▇ INDUSTRIAL REALTY, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached from time to time party hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 75 Section 14.1 Procedures for Actions and Consents of Partners 72 75 Section 14.2 Amendments 72 75 Section 14.3 Actions and Consents of the Partners 72 75 ARTICLE 15 GENERAL PROVISIONS 73 77 Section 15.1 Redemption Rights of Qualifying Parties 73 77 Section 15.2 Addresses and Notice 77 82 Section 15.3 Titles and Captions 77 82 Section 15.4 Pronouns and Plurals 78 82 Section 15.5 Further Action 78 82 Section 15.6 Binding Effect 78 82 Section 15.7 Waiver 78 82 Section 15.8 Counterparts 78 83 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 83 Section 15.10 Entire Agreement 79 83 Section 15.11 Invalidity of Provisions 79 84 Section 15.12 Limitation to Preserve REIT Status 79 84 Section 15.13 No Partition 80 85 Section 15.14 No Third-Party Rights Created Hereby 80 85 Section 15.15 No Rights as Stockholders 81 85 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 86 Section 16.2 Vesting 81 86 Section 16.3 Adjustments 82 86 Section 16.4 Distributions 83 87 Section 16.5 Allocations 83 88 Section 16.6 Transfers 84 88 Section 16.7 Redemption 84 88 Section 16.8 Legend 84 88 Section 16.9 Conversion to Partnership Common Units 84 89 Section 16.10 Voting 87 92 Section 16.11 Section 83 Safe Harbor 87 92 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 A-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 C-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST▇▇▇▇▇▇▇ INDUSTRIAL REALTY, L.P., dated as of January 19July 24, 20112013, is made and entered into by and among AMERICAN ASSETS TRUST▇▇▇▇▇▇▇ INDUSTRIAL REALTY, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached from time to time party hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 68 Section 14.1 Procedures for Actions and Consents of Partners 72 68 Section 14.2 Amendments 72 68 Section 14.3 Actions and Consents of the Partners 72 69 ARTICLE 15 GENERAL PROVISIONS 73 70 Section 15.1 Redemption Rights of Qualifying Parties 73 70 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 77 Section 15.5 Further Action 78 77 Section 15.6 Binding Effect 78 77 Section 15.7 Waiver 78 77 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 78 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 80 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE FORM OF PARTNERSHIP UNIT CERTIFICATE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUSTCoreSite, L.P., dated as of January 19[ ], 20112010, is made and entered into by and among AMERICAN ASSETS TRUST, INC.CoreSite Realty Corporation, a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 64 Section 14.1 Procedures for Actions and Consents of Partners 72 Partners. 64 Section 14.2 Amendments 72 Amendments. 64 Section 14.3 Actions and Consents of the Partners 72 Partners. 65 ARTICLE 15 GENERAL PROVISIONS 73 66 Section 15.1 Redemption Rights of Qualifying Parties 73 Parties. 66 Section 15.2 Addresses and Notice 77 Notice. 69 Section 15.3 Titles and Captions 77 Captions. 70 Section 15.4 Pronouns and Plurals 78 Plurals. 70 Section 15.5 Further Action 78 Action. 70 Section 15.6 Binding Effect 78 Effect. 70 Section 15.7 Waiver 78 Waiver. 70 Section 15.8 Counterparts 78 Counterparts. 71 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Trial. 71 Section 15.10 Entire Agreement 79 Agreement. 71 Section 15.11 Invalidity of Provisions 79 Provisions. 71 Section 15.12 Limitation to Preserve REIT Status 79 Status. 72 Section 15.13 No Partition 80 Partition. 72 Section 15.14 No Third-Party Rights Created Hereby 80 Hereby. 73 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 Stockholders. 73 Schedule I LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 I-1 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR B-1 A-1 Exhibit C NOTICE OF REDEMPTION ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P.INVITATION HOMES OPERATING PARTNERSHIP LP, dated as of January 19[●], 2011201[●], is made and entered into by and among AMERICAN ASSETS TRUSTInvitation Homes OP GP LLC, INC.a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partnersSpecial Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached heretoin the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 58 Section 14.1 Procedures for Actions and Consents of Partners 72 Partners. 58 Section 14.2 Amendments 72 Amendments. 58 Section 14.3 Actions and Consents of the Partners 72 Partners. 59 ARTICLE 15 GENERAL PROVISIONS 73 60 Section 15.1 Redemption Rights of Qualifying Parties 73 Parties. 60 Section 15.2 Addresses and Notice 77 Notice. 63 Section 15.3 Titles and Captions 77 Captions. 63 Section 15.4 Pronouns and Plurals 78 Plurals. 63 Section 15.5 Further Action 78 Action. 63 Section 15.6 Binding Effect 78 Effect. 63 Section 15.7 Waiver 78 Waiver. 63 Section 15.8 Counterparts 78 Counterparts. 64 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Trial. 64 Section 15.10 Entire Agreement 79 Agreement. 64 Section 15.11 Invalidity of Provisions 79 Provisions. 65 Section 15.12 Limitation to Preserve REIT Status 79 Status. 65 Section 15.13 No Partition 80 Partition. 66 Section 15.14 No Third-Party Rights Created Hereby 80 Hereby. 66 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 Stockholders. 66 Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR B-1 A-1 Exhibit C NOTICE OF REDEMPTION ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P.INVITATION HOMES OPERATING PARTNERSHIP LP, dated as of January 19August 9, 20112017, is made and entered into by and among AMERICAN ASSETS TRUSTInvitation Homes OP GP LLC, INC.a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partnersSpecial Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached heretoin the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 Section 14.1 Procedures for Actions and Consents of Partners 72 Section 14.2 Amendments 72 Section 14.3 Actions and Consents of the Partners 72 ARTICLE 15 GENERAL PROVISIONS 73 74 Section 15.1 Redemption Rights of Qualifying Parties 73 74 Section 15.2 Addresses and Notice 77 80 Section 15.3 Titles and Captions 77 80 Section 15.4 Pronouns and Plurals 78 80 Section 15.5 Further Action 78 81 Section 15.6 Binding Effect 78 81 Section 15.7 Waiver 78 81 Section 15.8 Counterparts 78 81 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 81 Section 15.10 Entire Agreement 79 82 Section 15.11 Invalidity of Provisions 79 82 Section 15.12 Limitation to Preserve REIT Status 79 82 Section 15.13 No Partition 80 83 Section 15.14 No Third-Party Rights Created Hereby 80 83 Section 15.15 No Rights as Stockholders 81 84 ARTICLE 16 LTIP SERIES A PREFERRED ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 and Number 84 Section 16.2 Vesting 81 Distributions 84 Section 16.3 Adjustments 82 Liquidation Proceeds 85 Section 16.4 Distributions 83 Redemption 86 Section 16.5 Allocations 83 Ranking 87 Section 16.6 Transfers 84 Voting Rights/Amendment 87 Section 16.7 Redemption 84 Transfer Restrictions 87 Section 16.8 Legend 84 Conversion 87 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 No Sinking Fund 88 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUSTCORESITE, L.P., dated as of January 19December 12, 20112012, is made and entered into by and among AMERICAN ASSETS TRUST, INC.CORESITE REALTY CORPORATION, a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 55 Section 14.1 14.1. Procedures for Actions and Consents of Partners 72 55 Section 14.2 14.2. Amendments 72 55 Section 14.3 14.3. Actions and Consents of the Partners 72 55 ARTICLE 15 GENERAL PROVISIONS 73 56 Section 15.1 15.1. Redemption Rights of Qualifying Parties 73 56 Section 15.2 15.2. Addresses and Notice 77 60 Section 15.3 15.3. Titles and Captions 77 60 Section 15.4 15.4. Pronouns and Plurals 78 60 Section 15.5 15.5. Further Action 78 60 Section 15.6 15.6. Binding Effect 78 60 Section 15.7 15.7. Waiver 78 60 Section 15.8 15.8. Counterparts 78 60 Section 15.9 15.9. Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 61 Section 15.10 15.10. Entire Agreement 79 61 Section 15.11 15.11. Invalidity of Provisions 79 61 Section 15.12 15.12. Limitation to Preserve REIT Status 79 61 Section 15.13 15.13. No Partition 80 62 Section 15.14 15.14. No Third-Party Rights Created Hereby 80 62 Section 15.15 15.15. No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 Exhibit 62 EXHIBIT A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit EXHIBIT B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit EXHIBIT C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUSTTALON OP, L.P., dated as of January 19June 7, 20112013, is made and entered into by and among AMERICAN ASSETS TRUSTGUIDE HOLDINGS, INC., a Maryland Utah corporation, as the General Partner Partner, and the Persons whose names are set forth on Exhibit A attached hereto, as limited partnerspartners as of the date of this Agreement, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 Section 14.1 Procedures for Actions and Consents of Partners 72 Section 14.2 Amendments 72 Section 14.3 Actions and Consents of the Partners 72 ARTICLE 15 GENERAL PROVISIONS 73 Section 15.1 Redemption Rights of Qualifying Parties 73 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 Section 15.5 Further Action 78 Section 15.6 Binding Effect 78 Section 15.7 Waiver 78 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P., dated as of January 19[ ], 2011, is made and entered into by and among AMERICAN ASSETS TRUST, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 Section 14.1 Procedures for Actions and Consents of Partners 72 Section 14.2 Amendments 72 Section 14.3 Actions and Consents of the Partners 72 ARTICLE 15 GENERAL PROVISIONS 73 Section 15.1 Redemption Rights of Qualifying Parties 73 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 Section 15.5 Further Action 78 Section 15.6 Binding Effect 78 Section 15.7 Waiver 78 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇U▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE D-1 Exhibit E FORCED CONVERSION NOTICE E-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUST, L.P., dated as of January 19[ ], 20112010, is made and entered into by and among AMERICAN ASSETS TRUST, INC., a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 68 Section 14.1 Procedures for Actions and Consents of Partners 72 68 Section 14.2 Amendments 72 68 Section 14.3 Actions and Consents of the Partners 72 69 ARTICLE 15 GENERAL PROVISIONS 73 70 Section 15.1 Redemption Rights of Qualifying Parties 73 70 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 77 Section 15.5 Further Action 78 77 Section 15.6 Binding Effect 78 77 Section 15.7 Waiver 78 77 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 78 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 80 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE FORM OF PARTNERSHIP UNIT CERTIFICATE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUSTCoreSite, L.P., dated as of January 19September 28, 20112010, is made and entered into by and among AMERICAN ASSETS TRUST, INC.CoreSite Realty Corporation, a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 72 68 Section 14.1 Procedures for Actions and Consents of Partners 72 68 Section 14.2 Amendments 72 68 Section 14.3 Actions and Consents of the Partners 72 69 ARTICLE 15 GENERAL PROVISIONS 73 70 Section 15.1 Redemption Rights of Qualifying Parties 73 70 Section 15.2 Addresses and Notice 77 Section 15.3 Titles and Captions 77 Section 15.4 Pronouns and Plurals 78 77 Section 15.5 Further Action 78 77 Section 15.6 Binding Effect 78 77 Section 15.7 Waiver 78 77 Section 15.8 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 78 Section 15.10 Entire Agreement 79 78 Section 15.11 Invalidity of Provisions 79 Section 15.12 Limitation to Preserve REIT Status 79 Section 15.13 No Partition 80 Section 15.14 No Third-Party Rights Created Hereby 80 Section 15.15 No Rights as Stockholders 81 ARTICLE 16 LTIP ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Designation 81 Section 16.2 Vesting 81 Section 16.3 Adjustments 82 Section 16.4 Distributions 83 Section 16.5 Allocations 83 Section 16.6 Transfers 84 Section 16.7 Redemption 84 Section 16.8 Legend 84 Section 16.9 Conversion to Partnership Common Units 84 Section 16.10 Voting 87 Section 16.11 Section 83 Safe Harbor 87 80 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING ADJUSTMENT FACTOR B-1 Exhibit C NOTICE OF REDEMPTION C-1 Exhibit D CONVERSION NOTICE FORM OF PARTNERSHIP UNIT CERTIFICATE D-1 THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN ASSETS TRUSTCoreSite, L.P., dated as of January 19[ ], 20112010, is made and entered into by and among AMERICAN ASSETS TRUST, INC.CoreSite Realty Corporation, a Maryland corporation, as the General Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed on Exhibit A attached hereto.