AMENDMENTS TO SECTION 3 OF THE SECURITIES PURCHASE AGREEMENT. (a) SECTION 3(b). Section 3(b) shall be amended to read in its entirety: "The Company has the requisite corporate power and authority and the Operating Partnership has the requisite partnership power and authority, in each case and as applicable and to the extent it is a party thereto, to enter into and perform its respective obligations under the Securities Purchase Agreement, this Amendment, the Amended and Restated Ownership Limit Waiver Agreement, the Registration Rights Agreement and Amendment No. 1 thereto, the Partnership Agreement Amendment (as defined in Section 10 of the Securities Purchase Agreement), as amended by the Second Partnership Agreement Amendment, the Warrants and each of the other agreements entered into by the parties hereto in connection with the transactions contemplated by the Securities Purchase Agreement, as amended hereby, (collectively the "TRANSACTION DOCUMENTS"), and to issue the Securities in accordance with the terms hereof and thereof, as amended hereby. The execution and delivery of the Transaction Documents by the Company and the Operating Partnership, as applicable, the adoption, execution and filing of the Certificate of Designations by the Company, the adoption and execution of the Partnership Agreement Amendment, and the Second Partnership Agreement Amendment, and the consummation by the Company and the Operating Partnership of the transactions contemplated hereby and thereby, including, but not limited to, the issuance of the Preferred Shares, Series A-2 Preferred Units, if any, and Warrants and the reservation for issuance and the issuance of the Conversion Shares, Common Units and Warrant Shares issuable upon conversion or exercise thereof, have been duly authorized by the Company's Board of Directors (or a duly authorized committee thereof) in the case of the Company and by the Company as the General Partner of the Operating Partnership in the case of the Operating Partnership, and no further consent or authorization is required by the Company, its Board of Directors or its stockholders or the Operating Partnership. The Transaction Documents have been duly executed and delivered by the Company and the Operating Partnership, as applicable. The Transaction Documents constitute the valid and binding obligations of the Company enforceable against the Company and/or of the Operating Partnership enforceable against the Operating Partnership, as applicable, in accordance with their terms, except as such enforceability...
