Common use of Additional Written Communications Clause in Contracts

Additional Written Communications. Neither the Company nor the Operating Partnership (including their respective agents and representatives, other than the Underwriters in their capacity as such) has made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the preliminary prospectus dated February 28, 2017, (ii) the Prospectus, (iii) the written communications, if any, identified in Annex A hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that neither the Company nor the Operating Partnership makes any representation and warranty with respect to any statements or omissions made in each such free writing prospectus in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in such free writing prospectus, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 9(c) hereof.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017, Preliminary Offering Memorandum; (ii) the Prospectus, Offering Memorandum; (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, ; and (iv) each electronic road show and free writing prospectus approved any other written communications, in advance by the Representativeseach case in accordance with Section 4(c). Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “"written communication” " (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an "Issuer Written Communication") other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representative as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchaser in their its capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesInitial Purchaser. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter the Initial Purchaser furnished to the Company in writing by such Underwriter through the Representatives Initial Purchaser expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter the Initial Purchaser consists of the information described as such in Section 9(c) hereofInitial Purchaser Information.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither The Escrow Issuer, the Company nor and the Operating Partnership Guarantors (including their respective agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has have not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Escrow Issuer, the Company and the Guarantors or their agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below), an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Circular, (ii) the ProspectusOffering Circular, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex C hereto, which constitute part of the Time of Sale Information, and (iv) each the pre-marketing materials and (v) any electronic road show and free writing prospectus approved or other written communications, in advance by the Representativeseach case used in accordance with Section 4(c). Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale InformationInformation at the Time of Sale, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; providedprovided that the Escrow Issuer, however, that neither the Company nor and the Operating Partnership makes any Guarantors make no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectus, it being understood and agreed any Issuer Written Communication. No Issuer Written Communication contains any information that conflicts with the only such information furnished by any Underwriter consists Time of Sale Information or the information described as such in Section 9(c) hereofOffering Circular.

Additional Written Communications. Neither The Company and the Company nor the Operating Partnership Guarantors (including their respective agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has have not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Act) communication that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company and the Guarantors or their agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each any electronic road show and free writing prospectus approved (the “Recorded Road Show”) or other written communications, in advance by the Representativeseach case used in accordance with Section 4(c). Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor and the Operating Partnership makes any Guarantors make no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectus, it being understood and agreed that any Issuer Written Communication. Each Issuer Written Communication does not conflict with the only such information furnished by any Underwriter consists Time of Sale Information or the information described as such in Section 9(c) hereofOffering Memorandum.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither The Company and the Company nor the Operating Partnership Guarantors (including their respective agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has have not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Act) communication that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company and the Guarantors or their agents and representatives (other than a communication referred to in clauses (i) and (ii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each any electronic road show and free writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, constitutes a written communication pursuant to Rule 433(d) 405 under the ActSecurities Act or other written communications, or that was prepared by or on behalf of or in each case used or referred to by the Companyin accordance with Section 4(c). Each such Issuer Written Communication, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale InformationInformation at the Time of Sale, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor and the Operating Partnership makes any Guarantors make no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusany Issuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and (unless the Company notifies the Representatives as described in Section 4(d)) as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representative as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each any Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each any Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representative as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Memorandum, (ii) the ProspectusFinal Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form set forth in Annex A C hereto, which constitute part of the Time of Sale InformationDisclosure Package, and (iv) each electronic “road show show” (as defined in Rule 433(h) under the Securities Act) and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale InformationDisclosure Package, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c) hereofInitial Purchaser Information.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, as supplemented, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date, did not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities or the Private Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than, with respect to the Securities, (i) the preliminary prospectus dated February 28, 2017, Preliminary Offering Memorandum; (ii) the Prospectus, Offering Memorandum; (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, ; and (iv) each electronic road show and free writing prospectus approved any other written communications, in advance by the Representativeseach case used in accordance with Section 4(c). Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and and, when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither the The Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has and the Guarantors have not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company, the Guarantors or their respective agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representatives as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives, such approval not to be unreasonably withheld or delayed. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at as of the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter an Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the initial offering of the Securities or until any earlier date that the Company notified or notifies the Representatives as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither The Issuer and the Company nor the Operating Partnership Guarantor (including their respective agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has and their affiliates and persons acting on their behalf have not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Act) communication that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Issuer, the Guarantor and/or their agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Additional Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusFinal Offering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a pricing term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each any other written communication (including, without limitation, any communication used in connection with any road show or electronic road show and free writing prospectus approved show) in advance by connection with the Representativesoffering of the Securities, in each case used in accordance with Section 4(c). Each free writing prospectus that the Company has filedsuch Additional Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale InformationInformation at the Time of Sale, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor Issuer and the Operating Partnership makes any Guarantor make no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company Issuer and the Guarantor in writing by such Underwriter through the Representatives Initial Purchaser expressly for use in such free writing prospectusthe Preliminary Offering Memorandum, the Time of Sale Information or the Final Offering Memorandum, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter Initial Purchaser consists only of the information described as legal and marketing names of such in Section 9(c) hereofInitial Purchaser.

Additional Written Communications. Neither The Company and the Company nor the Operating Partnership Guarantor (including their respective agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has have not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or the Guarantor or their respective agents and representatives (other than a communication referred to in clauses (i) and (ii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto (the “Pricing Supplement”), which constitute part of the Time of Sale Information, and (iv) each any electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative, in each case used in accordance with Section 4(c). Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale InformationInformation at the Time of Sale, did not, and at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor and the Operating Partnership makes any Guarantor make no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusany Issuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to (x) any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below), an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free writing prospectus approved any other written communications, in advance by the Representativeseach case prepared and used in accordance with Section ‎4(c). Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and not at the Closing Date and as of each Additional Closing Date, if any, as the case may be, will notApplicable Time, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c‎7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities Shares (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex C hereto, if any, identified including a term sheet substantially in the form of Annex A D hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representatives as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at as of the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c‎7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not prepared, made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and or warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free writing prospectus any other written communications approved in advance by the Representatives. Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “"written communication” " (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clause (i) below) an "Issuer Written Communication") other than (i) the preliminary prospectus dated February 28, 2017, (ii) the Prospectus, (iii) the written communications, if any, identified in documents listed on Annex A hereto, which constitute part of the Time of Sale Information, and (ivii) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representative as described in Section 4(f), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the RepresentativesRepresentative . Each free writing prospectus that the Company has filed, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, such Issuer Written Communication does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communications, if any, identified in documents listed on Annex A hereto, including a term sheet substantially in the form of Annex B hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c7(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representatives as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.

Additional Written Communications. Neither Other than the Preliminary Offering Memorandum and the Offering Memorandum, the Company nor the Operating Partnership (including their respective its agents and representatives, other than the Underwriters Initial Purchasers and the Joint Lead Managers in their capacity as such) has not made, used, prepared, authorized, approved or referred to and will not prepare, make, use, authorize, approve or refer to any “written communication” (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities (each such communication by the Company or its agents and representatives (other than a communication referred to in clauses (i), (ii) and (iii) below) an “Issuer Written Communication”) other than (i) the preliminary prospectus dated February 28, 2017Preliminary Offering Memorandum, (ii) the ProspectusOffering Memorandum, (iii) the written communicationsdocuments listed on Annex B hereto, if any, identified including a term sheet substantially in the form of Annex A C hereto, which constitute part of the Time of Sale Information, and (iv) each electronic road show and free any other written communications approved in writing prospectus approved in advance by the Representatives. Each free writing prospectus that the Company has filedsuch Issuer Written Communication, or is required to file, pursuant to Rule 433(d) under the Act, or that was prepared by or on behalf of or used or referred to by the Company, does not conflict with the information contained in the Time of Sale Information, and when taken together with the Time of Sale Information, did not, and at the Closing Date and as of each the Additional Closing Date, if any, as the case may be, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, provided that neither the Company nor the Operating Partnership makes any no representation and warranty with respect to any statements or omissions made in each such free writing prospectus Issuer Written Communication in reliance upon and in conformity with information relating to any Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in such free writing prospectusIssuer Written Communication, it being understood and agreed that the only such information furnished by any Underwriter Initial Purchaser consists of the information described as such in Section 9(c8(b) hereof. Each such Issuer Written Communication, as of its issue date and at all subsequent times through the completion of the offer and sale of the Securities or until any earlier date that the Company notified or notifies the Representatives as described in Section 4(e), did not, does not and will not include any information that conflicted, conflicts or will conflict with the information contained in the Time of Sale Information or the Offering Memorandum, including any document incorporated by reference therein.