Common use of Consideration for Participating Entity Interests or Properties Clause in Contracts

Consideration for Participating Entity Interests or Properties. Subject to Section 1.3, the Operating Partnership shall, in exchange for each Participating Entity Interest or Property, as applicable, transfer to Contributor the amount of cash (the “Cash Amount”) and/or the number of OP Units, in each case as indicated on Exhibit A as Contributor’s “Participating Entity Consideration” relating to each Participating Entity Interest or Property contributed hereunder (the aggregate of all such amounts being the “Total Contributor Consideration”); provided that the Total Contributor Consideration shall be increased at the time of the Closing on a dollar for dollar basis to reflect any reduction prior to the Closing in the principal balance as of September 30, 2009 of any indebtedness, including the Existing Loan (as defined below), and Contributor’s Participating Entity Consideration shall also be increased on a proportionate basis, with one OP Unit being equal in value to the Public Offering price for one share of Company Common Stock for purposes of calculating the number of additional OP Units to be issued pursuant to such increase. The transfer of the OP Units to Contributor shall be evidenced by either an amendment (each, an “Amendment”) to the OP Partnership Agreement or by certificates relating to such OP Units (each, a “Certificate”), in either case, as determined by the Operating Partnership, in such form as shall be reasonably acceptable to Contributor. The parties shall take such additional actions and execute such additional documentation as may be required by the applicable Participating Entity Agreements and the OP Partnership Agreement in order to effect the transactions contemplated hereby.

Consideration for Participating Entity Interests or Properties. Subject to Section 1.3, the Operating Partnership Company shall, in exchange for each Participating Entity Interest or Property, as applicable, transfer to Contributor the amount of cash (the “Cash Amount”) and/or the number of OP Unitsshares of Company Common Stock, in each case as indicated on Exhibit A as Contributor’s “Participating Entity Consideration” relating to each Participating Entity Interest or Property contributed hereunder (the aggregate of all such amounts being the “Total Contributor Consideration”); provided that the Total Contributor Consideration shall be increased at the time of the Closing on a dollar for dollar basis to reflect any reduction prior to the Closing in the principal balance as of September 30, 2009 of any indebtedness, including the Existing Loan (as defined below), and Contributor’s Participating Entity Consideration shall also be increased on a proportionate basis, with one OP Unit share of Company Common Stock being equal in value to the Public Offering price for one share of Company Common Stock for purposes of calculating the number of additional OP Units shares of Company Common Stock to be issued pursuant to such increase. The transfer of the OP Units shares of Company Common Stock to Contributor shall be evidenced by either an amendment (each, an “Amendment”) to the OP Partnership Agreement or by certificates relating to such OP Units Company Common Stock (each, a “Common Stock Certificate”), in either case, as determined by the Operating Partnership, in such form as shall be reasonably acceptable to Contributor. The parties shall take such additional actions and execute such additional documentation as may be required by the applicable Participating Entity Agreements Agreements, the charter and bylaws of the OP Partnership Agreement Company, any charter, bylaws, formation document, limited liability company agreement or partnership agreement of a Subsidiary Designee, or as requested in the reasonable judgment of counsel to the Company in order to effect the transactions contemplated hereby.