Common use of Regular Distributions Clause in Contracts

Regular Distributions. (a) Except for distributions pursuant to Section 13.2 in connection with the dissolution and liquidation of the Partnership, and subject to the provisions of Sections 5.1(b), 5.3, 5.4, 5.5 and 12.2(c), the General Partner shall cause the Partnership to distribute, at such times as the General Partner shall determine, an amount of Available Cash, determined by the General Partner in its sole discretion to the Limited Partners and the General Partner, as of the applicable Partnership Record Date, in accordance with each such Partner’s respective Percentage Interest. This section 5.1(a) is not applicable to the Special Limited Partner. Distributions to the Special Limited Partner should be made exclusively pursuant to Section 5.1(b). In no event may any such Partner receive a distribution of Available Cash with respect to a Partnership Unit if such Partner is entitled to receive a distribution out of such Available Cash with respect to REIT Stock for which such a Partnership Unit has been exchanged. (b) Except for distributions pursuant to Section 13.2 in connection with the dissolution and liquidation of the Partnership, and subject to the provisions of Sections 5.1(a), 5.3, 5.4, 5.5 and 12.2(c), the General Partner shall cause the Partnership to distribute, at such times as the General Partner shall determine (each a “Distribution Date”), an amount of Available Cash, determined by the General Partner in its sole discretion to the Special Limited Partner, the Limited Partners and General Partner, as of the applicable Partnership Record Date, in accordance with the following provisions: (i) 100% of Available Cash will be distributed to the General Partner and Limited Partners in accordance with Section 5.1(a) above until the Limited Partners receive distributions from the Partnership and the Stockholders receive dividends from the General Partner in an amount equal to a Cumulative Non-Compounded Return of 7% per year on their Net Investment (“First Level Return”); (ii) 100% of Available Cash will be distributed to the Special Limited Partner if at the Distribution Date, the Limited Partners and the Stockholders have received First Level Returns, until the Special Limited Partner receives distributions from the Partnership in an amount equal to a Cumulative Non-Compound Return of 7% per year on its Net Investment (“SLP Distribution”); (iii) 70% of Available Cash will be distributed to the General Partner and Limited Partners in accordance with Section 5.1(a) above and 30% of Available Cash will be distributed to the Special Limited Partner, if at the Distribution Date (1) the Limited Partners and the Stockholders have received First Level Returns, and (2) the Special Limited Partner has received the SLP Distribution, until the Limited Partners receive distributions from the Partnership and Stockholders receive dividends from the General Partner in an amount equal to a Cumulative Non-Compounded return of 12% per year on their Net Investment (“Second Level Return”); and (iv) 60% of Available Cash will be distributed to the General Partner and Limited Partners in accordance with Section 5.1(a) above and 40% of Available Cash will be distributed to the Special Limited Partner, if at the Distribution Date the Limited Partners and Stockholders have received Second Level Returns.

Regular Distributions. (a) Except for distributions pursuant to Section 13.2 in connection with the dissolution and liquidation of the Partnership, and subject to the provisions of Sections 5.1(b), 5.3, 5.4, 5.5 and 12.2(c), the General Partner shall cause the Partnership to distribute, at such times as the General Partner shall determine, an amount of Available Cash, determined by the General Partner in its sole discretion to the Limited Partners and the General Partner, as of the applicable Partnership Record Date, in accordance with each such Partner’s respective Percentage Interest. This section 5.1(a) is not applicable to the Special Limited General Partner. Distributions to the Special Limited General Partner should be made exclusively pursuant to Section 5.1(b). In no event may any such Partner receive a distribution of Available Cash with respect to a Partnership Unit if such Partner is entitled to receive a distribution out of such Available Cash with respect to REIT Stock for which such a Partnership Unit has been exchanged. (b) Except for distributions pursuant to Section 13.2 in connection with the dissolution and liquidation of the Partnership, and subject to the provisions of Sections 5.1(a), 5.3, 5.4, 5.5 and 12.2(c), the General Partner shall cause the Partnership to distribute, at such times as the General Partner shall determine (each a “Distribution Date”), an amount of Available Cash, determined by the General Partner in its sole discretion to the Special Limited General Partner, the Limited Partners and General Partner, as of the applicable Partnership Record Date, in accordance with the following provisions: (i) 100% of Available Cash will be distributed to the General Partner and Limited Partners in accordance with Section 5.1(a) above until the Limited Partners receive distributions from the Partnership and the Stockholders receive dividends from the General Partner in an amount equal to a Cumulative Non-Compounded Return of 7% per year on their Net Investment (“First Level Return”); (ii) 100% of Available Cash will be distributed to the Special Limited General Partner if at the Distribution Date, the Limited Partners and the Stockholders have received First Level Returns, until the Special Limited General Partner receives distributions from the Partnership in an amount equal to a Cumulative Non-Compound Return of 7% per year on its Net Investment (“SLP SGP Distribution”); (iii) 70% of Available Cash will be distributed to the General Partner and Limited Partners in accordance with Section 5.1(a) above and 30% of Available Cash will be distributed to the Special Limited General Partner, if at the Distribution Date (1) the Limited Partners and the Stockholders have received First Level Returns, and (2) the Special Limited General Partner has received the SLP SGP Distribution, until the Limited Partners receive distributions from the Partnership and Stockholders receive dividends from the General Partner in an amount equal to a Cumulative Non-Compounded return of 12% per year on their Net Investment (“Second Level Return”); and (iv) 60% of Available Cash will be distributed to the General Partner and Limited Partners in accordance with Section 5.1(a) above and 40% of Available Cash will be distributed to the Special Limited General Partner, if at the Distribution Date the Limited Partners and Stockholders have received Second Level Returns.