Common use of Description of Securities Clause in Contracts

Description of Securities. Each of the Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTrading, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall furnish to JonesTrading, for use by JonesTrading, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Agents, each acting as agent and/or principalsales agent, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $1.00 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 10,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Agents shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading the Agents will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company with the Securities and Exchange Commission (the “Commission”) and which initially became effective on July 19February 3, 2016, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426204850), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Agents, for use by JonesTradingthe Agents, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents and information incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the Company and the OP Transaction Entities agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingSunTrust, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $.01 per share (the “Preferred Common Stock”), having an aggregate sale offering price of up to $50,000,000 125,000,000 (the “Maximum Amount”). The foregoing shares being herein called Company agrees that if it determines that SunTrust will purchase any Securities on a principal basis, then it will enter into a separate underwriting or similar agreement in form and substance satisfactory to both the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” Company and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”)SunTrust for such purchase. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading SunTrust shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading SunTrust will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing under Rule 462(e) (“Rule 462(e)”) under the Securities Act of 1933, 2016as amended (collectively with the rules and regulations thereunder, the “Securities Act”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 S-3ASR (File No. 333-212426203753), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities dated May 4, 2015 (the “Prospectus Supplement”) to the base prospectus included as part of such automatic shelf registration statement. The Company shall will furnish to JonesTradingSunTrust, for use by JonesTradingSunTrust, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such automatic shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act (“Rule 424(b)”) or deemed to be a part of such automatic shelf registration statement pursuant to Rule 430B under (the Securities Act“Rule 430B Information”), is herein called the “Registration Statement,.” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”). The Transaction Entities have also entered into separate equity distribution agreements (collectively, the “Alternative Distribution Agreements”), dated as of even date herewith, with RBC Capital Markets, LLC, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and Xxxxx Fargo Securities, LLC. (collectively, the “Alternative Agents” and together with SunTrust, the "Agents"). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Transaction Entities hereby reserve the right to issue and sell securities other than through or to the Agents during the term of this Agreement and any Alternative Distribution Agreement subject to the notice provision contained in Section 7(k) herein and therein.

Description of Securities. Each of The Company is offering (the Company and “Offering”) up to Three Million one Hundred Twenty-Five Thousand (3,125,000) Units entitling the OP agrees that, from time Investor to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTrading, acting as agent and/or principal, shares One (1) Share of the Company’s 9.00% Series B convertible preferred stockCommon Stock to be priced at a twenty percent (20%) discount to market priced on the close of trading on Tuesday, without par value per share (the “Preferred Stock”)March 2, having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”)2021. The foregoing shares being herein called price will reflect the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree highest price traded on that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securitiesday. The Company has filed, in accordance with the provisions set a floor of Eighty Cents ($0.80) per share and a ceiling and their right to purchase One (1) Share of the Company’s Common Stock at a price of Two Dollars ($2.00) per share. The right to purchase One (1) Share of the Company’s Common Stock at a price of Two Dollars ($2.00) per share terminates One (1) year after the closing and acceptance of the Investors Common Stock Purchase Agreement. No Involvement in Management Holders of Common Stocks will have no involvement in the management of the Issuer which will be managed entirely by the Company’s management team. Distribution Policy The Issuer has never paid any cash distributions on its Common Stocks and does not anticipate or contemplate doing so in the foreseeable future. The Issuer intends to utilize all of its available funds to develop its business. No assurances can be given that there will ever be excess funds available to pay cash distributions. Trading Market The Common Stocks purchasable under this Offering are restricted and can be sold only pursuant to an effective registration statement that includes the Common Stocks or pursuant to an exemption from registration under the Securities Act and any applicable state securities laws. As a result, the Common Stocks are illiquid and should only be purchased by persons who can afford to hold an investment in the Common Stocks for an indefinite period of time. The Company is under no obligation to register the Common Stocks under the Securities Act or any state securities laws, or to comply with any exemption available for the resale of Common Stocks without registration. The Securities purchased will have a legend similar to the following: “The Securities evidenced by this certificate have not been registered under the United States Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and may not be sold, transferred, assigned or hypothecated unless there is an effective registration statement under such Act covering such Securities, or the rules and regulations thereunder (collectively, Issuer receives an opinion of counsel for the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating holder of these Securities reasonably satisfactory to the Securities (Issuer, stating that such sale, transfer, assignment or hypothecation is exempt from the “Prospectus Supplement”) to the base registration and prospectus included as part delivery requirements of such shelf registration statementAct. The Company shall furnish to JonesTrading, for use by JonesTrading, copies Hedging transactions including the Common Stock of the prospectus included as part of Company may not be conducted except in compliance with such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement.”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingSunTrust Xxxxxxxx Xxxxxxxx, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 175,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading SunTrust Xxxxxxxx Xxxxxxxx shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading SunTrust Xxxxxxxx Xxxxxxxx will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing pursuant to Rule 462(e) (“Rule 462(e)”) under the Securities Act of 1933, 2016as amended, and the rules and regulations thereunder (collectively, the “Securities Act”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the U.S. Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 S-3ASR (File No. 333-212426174668), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingSunTrust Xxxxxxxx Xxxxxxxx, for use by JonesTradingSunTrust Xxxxxxxx Xxxxxxxx, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementstatement and any Replacement Registration Statement (as defined in Section 7(a) hereof), in either case, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Transaction Entities have also entered into separate equity distribution agreements providing for the Commission’s Electronic Data Gatheringdistribution by the Company of its Common Stock on terms and conditions substantially identical to the terms and conditions hereof (collectively, Analysis and Retrieval system (the “XXXXXAlternative Distribution Agreements”), dated as of even date herewith, with each of Xxxxx Fargo Securities, LLC and Xxxxxxxxx & Company, Inc. (collectively, the “Alternative Managers”). The aggregate sale prices of the Securities that may be sold pursuant to this Agreement and the shares of Common Stock that may be sold pursuant to the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred common stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as Shares”), having an aggregate offering price of up to the Common Stock issuable upon conversion of the Securities, $45,000,000 (the “Underlying SharesMaximum Amount”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities Common Shares issued and sold under this Agreement (such Common Shares being referred to herein as the “Shares”) shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Securities Act”), with the Commission a registration statement on Form N-2 (File No. 333-189805), including a base prospectus, relating to the Common Shares, including the Shares to be issued from time to time by the Company. The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, Statement and the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy amendment or supplement thereto that has been filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”)EXXXX.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 225,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing pursuant to Rule 462(e) (“Rule 462(e)”) under the Securities Act of 1933, 2016as amended, and the rules and regulations thereunder (collectively, the “Securities Act”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the U.S. Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 S-3ASR (File No. 333-212426195592), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementstatement and any Replacement Registration Statement (as defined in Section 7(a) hereof), in either case, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Transaction Entities have also entered into separate equity distribution agreements providing for the Commission’s Electronic Data Gatheringdistribution by the Company of its Common Stock on terms and conditions substantially identical to the terms and conditions hereof (collectively, Analysis and Retrieval system (the “XXXXXAlternative Distribution Agreements”), dated as of even date herewith, with each of Xxxxxxxxx LLC, SunTrust Xxxxxxxx Xxxxxxxx, Inc., BB&T Capital Markets (a division of BB&T Securities, LLC), HSBC Securities (USA) Inc. and Xxxxx Xxxxxxx & Co. (collectively, the “Alternative Managers”). The aggregate sale prices of the Securities that may be sold pursuant to this Agreement and the shares of Common Stock that may be sold pursuant to the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxxxx Xxxxx, acting as agent and/or principal, shares Common Shares of the Company’s 9.00% Series B convertible preferred stockBeneficial Interest, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 250,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxxxx Sachs shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxxxx Xxxxx will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company with the Securities and Exchange Commission (the “Commission”), which initially became effective on July 19, 2016upon filing, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to Xxxxxxx Sachs as principal it will enter into a separate written agreement containing the terms and conditions of such sale. The Company has also entered into separate equity distribution agreements with respect to the Securities (each, an “Alternative Equity Distribution Agreement” and collectively, the “Alternative Equity Distribution Agreements”), each dated as of the date hereof, with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and SunTrust Xxxxxxxx Xxxxxxxx, Inc. (each, an “Alternative Placement Agent” and collectively, the “Alternative Placement Agents”, and, together with Xxxxxxx Xxxxx, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426224135), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxxxx Sachs, for use by JonesTradingXxxxxxx Xxxxx, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents and information incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the Company Company, the Adviser and the OP Administrator agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingWxxxx Fargo Securities, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred 's common stock, without $0.001 par value per share (the “Preferred "Common Stock”"), having an aggregate sale offering price of up to $50,000,000 50,000,000.00 (the “"Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”"). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities shares of Common Stock issued and sold under this Agreement (such shares of Common Stock being referred to herein as the "Securities") shall be the sole responsibility of the Company, and JonesTrading Wxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Wxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the "Commission"), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has also entered into an equity distribution agreement (the "Other Equity Distribution Agreement") of even date herewith with UBS Securities LLC (the "Alternative Agent") for the issuance and sale from time to time to or through the Alternative Agent of the Securities on the terms set forth in the Other Equity Distribution Agreement. Wxxxx Fargo Securities and the Alternative Agent are collectively referred to herein as the "Agents." This Agreement and the Other Equity Distribution Agreement are collectively referred to herein as the "Equity Distribution Agreements." The aggregate gross offering price of the Securities that may be sold pursuant to this Agreement and the Other Equity Distribution Agreement shall not exceed $50,000,000.00. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “"Securities Act”"), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 N-2 (File No. 333-212426174756), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “"Prospectus Supplement”") to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingWxxxx Fargo Securities, for use by JonesTradingWxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original "Registration Statement.” " The base prospectus, including all documents incorporated therein by reference, prospectus included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “"Prospectus.” " Any reference herein to the Registration Statementbase prospectus, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement Supplement or the Prospectus shall be deemed to refer to and include any post-effective amendment to the filing after Registration Statement and any prospectus supplement relating to the execution hereof of any document Securities filed with the Commission deemed pursuant to be incorporated by reference thereinRule 497, in each case after the date of the base prospectus, the Prospectus Supplement or the Prospectus, as the case may be. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to EXXXX. A Form N-54A Notification of Election to be Subject to Sections 55 through 65 of the Commission’s Electronic Data GatheringInvestment Company Act of 1940 filed Pursuant to Section 54(a) of the Investment Company Act (File No. 814-00794) (the “Notification of Election”) was filed with the Commission on April 12, Analysis 2010 under the Investment Company Act of 1940, as amended, and Retrieval system the rules and regulations promulgated thereunder (“XXXXX”collectively, the "Investment Company Act"). The Company has entered into an Investment Advisory and Management Agreement, dated as of April 14, 2010 and amended and restated as of July 16, 2010 (the "Investment Advisory Agreement"), with the Adviser. The Company has entered into an Administration Agreement, dated as of April 14, 2010 (the "Administration Agreement"), with the Administrator.

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred common stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as Shares”), having an aggregate offering price of up to the Common Stock issuable upon conversion of the Securities, $300,000,000 (the “Underlying SharesMaximum Amount”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities Common Shares issued and sold under this Agreement (such Common Shares being referred to herein as the “Shares”) shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Securities Act”), with the Commission a registration statement on Form N-2 (File Nos. 333-225462 and 811-22432), including a base prospectus, relating to the Common Shares, including the Shares to be issued from time to time by the Company. The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, Statement and the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy amendment or supplement thereto that has been filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”)EXXXX.

Description of Securities. Each of the Company and the OP Transaction Entities agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingor to Xxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale offering price of up to $50,000,000 120,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Company agrees that if it determines that Xxxxx Fargo Securities will be convertible purchase any Securities on a principal basis, then it will enter into shares of common stock of a separate underwriting or similar agreement in form and substance satisfactory to both the Company, $0.01 par value per share (generally, the “Common Stock,” Company and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”)Xxxxx Fargo Securities covering such purchase. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Transaction Entities hereby reserve the right to issue and sell securities other than through or to Xxxxx Fargo Securities during the term of this Agreement subject to the notice provision contained in Section 7(k) herein. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”) and the rules and regulations thereunder (the “Securities Act Regulations”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426161751), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amendedamended (the “Exchange Act”), and the rules and regulations thereunder (collectively, the “Exchange ActAct Regulations”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act Regulations or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities ActAct Regulations, is herein called the “Registration Statement,.” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act Regulations is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission via XXXXX (other than in connection with any opinion given by counsel in Section 7 hereof, which hereby expressly excludes any copy filed via XXXXX). The Company has also entered into separate equity distribution agreements (each an “Alternative Distribution Agreement” and collectively, the “Alternative Distribution Agreements”), dated as of even date herewith, with each of UBS Securities LLC and Xxxxxxx Xxxxx & Associates, Inc. (each an “Alternative Manager” and collectively, the “Alternative Managers”). The aggregate gross sales price of the Securities that may be sold pursuant to this Agreement and the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”)Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Placement Agent, acting as agent and/or principal, up to 6,000,000 shares (the “Shares”) of the Company’s 9.00% Series B convertible preferred Class A common stock, without par value $0.01 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, except as set forth in a Placement Notice (as defined below) the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding on the number and aggregate sale price of the Securities Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Placement Agent shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading the Placement Agent will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to offer, sell or issue the SecuritiesShares. The Company has also entered into a separate equity distribution agreement with respect to the Shares (each, an “Alternative Equity Distribution Agreement” and, together with any other equity distribution agreement with respect to the Shares into which the Company may enter, the “Alternative Equity Distribution Agreements”), each dated as of even date herewith, with each of JMP Securities LLC, JonesTrading Institutional Services LLC and Ladenburg Xxxxxxxx & Co. Inc. (each an “Alternative Agent” and, together with any other agent with which the Company enters into an Alternative Equity Distribution Agreement, the “Alternative Agents”). The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426215384), including a base prospectus, relating to certain securities, including the Securities Shares to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Placement Agent, for use by JonesTradingthe Placement Agent, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes Any reference herein to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of this Agreementlike import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, all references as the case may be. Any reference herein to the Registration Statement, any Rule 462(b) Registration Statement (as defined below), the Prospectus or to any amendment or supplement thereto to any of the foregoing shall be deemed to include any the copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”); all references in this Agreement to any Issuer Free Writing Prospectus (other than any Issuer Free Writing Prospectuses that, pursuant to Rule 433 under the Securities Act, are not required to be filed with the Commission) shall be deemed to include the copy thereof filed with the Commission pursuant to XXXXX.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingKeyBanc Capital Markets, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 125,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading KeyBanc Capital Markets shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading KeyBanc Capital Markets will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426175326), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingKeyBanc Capital Markets, for use by JonesTradingKeyBanc Capital Markets, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data GatheringXXXXX. The Transaction Entities have also entered into three separate equity distribution agreements (each, Analysis and Retrieval system (an “XXXXXAlternative Distribution Agreement”), each dated as of the date hereof, with Barclays Capital Inc., Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and Xxxxx Fargo Securities, LLC, respectively (each, an “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxxxx Xxxxx, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockshares of beneficial interest, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 215,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxxxx Xxxxx shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxxxx Xxxxx will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426188534), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxxxx Xxxxx, for use by JonesTradingXxxxxxx Xxxxx, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringPartnership have also entered into four separate equity distribution agreements (each, Analysis as amended, an “Alternative Distribution Agreement”): (i) with Xxxxx Fargo Securities, LLC, dated as of May 16, 2011 and Retrieval system amended as of December 20, 2011 and July 31, 2013 and further amended as of the date hereof; (ii) with KeyBanc Capital Markets Inc., dated as of May 16, 2011 and amended as of December 20, 2011 and July 31, 2012 and further amended as of the date hereof; (iii) with Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, dated as of July 31, 2012 and amended as of the date hereof, and (iv) with Xxxxxxx Xxxxx & Associates, Inc.,Xxxxxxxxx LLC, dated as of the date hereof (each of Xxxxx Fargo Securities, LLC, KeyBanc Capital Markets Inc., Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and Xxxxxxx Xxxxx & Associates, Inc.,Xxxxxxxxx LLC, an “XXXXXAlternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Placement Agent, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.001 per share (the “Preferred Common Stock”), having an aggregate sale price offering amount of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”)50,000,000. Notwithstanding anything to the contrary contained herein, except as set forth in a Placement Notice (as defined below), the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding on the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Placement Agent shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading the Placement Agent will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use offer, sell or issue Common Stock or any other securities under this Agreement, through the Placement Agent or pursuant to the Registration Statement to issue the SecuritiesStatement. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426265470), including a base prospectus, prospectus relating to certain securities, including the Securities Securities, to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Placement Agent, for use by JonesTradingthe Placement Agent, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended amended, when it became effective, and any post-effective amendment thereto, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B or 462(b) of the Securities Act, or any subsequent registration statement on Form S-3 filed pursuant to Rule 415(a)(6) under the Securities Act by the Company to cover any securities registered pursuant the Registration Statement, including any Securities, as a result of the end of the three-year period described in Rule 415(a)(5) of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated or deemed incorporated therein by referencereference to the extent such information has not been superseded or modified in accordance with Rule 412 under the Securities Act (as qualified by Rule 430B(g) of the Securities Act), included in the Registration Statement, as it may be supplemented by one or more prospectus supplements, including the Prospectus Supplement, in the form in which such base prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act Act, together with any then issued Issuer Free Writing Prospectus(es) (as defined below), is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references Any reference herein to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement, the Prospectus or to any amendment or supplement thereto (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, as the case may be. Any reference herein to the Registration Statement, any Rule 462(b) Registration Statement (as defined below), the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include any the copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”); all references in this Agreement to any Issuer Free Writing Prospectus (other than any Issuer Free Writing Prospectuses that, pursuant to Rule 433 under the Securities Act, are not required to be filed with the Commission) shall be deemed to include the copy thereof filed with the Commission pursuant to XXXXX.

Description of Securities. Each of the Company and the OP Operating Partnership agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingRBC Capital Markets, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $.01 per share (the “Preferred Common Stock”), having an aggregate sale offering price of up to $50,000,000 125,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading RBC Capital Markets shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading RBC Capital Markets will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing under Rule 462(e) (“Rule 462(e)”) under the Securities Act of 1933, 2016as amended (collectively with the rules and regulations thereunder, the “Securities Act”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 S-3ASR (File No. 333-212426181242), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities dated September 6, 2012 (the “Prospectus Supplement”) to the base prospectus included as part of such automatic shelf registration statement. The Company shall will furnish to JonesTradingRBC Capital Markets, for use by JonesTradingRBC Capital Markets, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such automatic shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act (“Rule 424(b)”) or deemed to be a part of such automatic shelf registration statement pursuant to Rule 430B under (the Securities Act“Rule 430B Information”), is herein called the “Registration Statement,.” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”). The Company and the Operating Partnership have also entered into separate equity distribution agreements (collectively, the “Alternative Distribution Agreements”), dated as of even date herewith, with Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, RBS Securities Inc. and Xxxxx Fargo Securities, LLC (collectively, the “Alternative Managers”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Company and the Operating Partnership hereby reserve the right to issue and sell securities other than through or to the RBC Capital Markets and any Alternative Manager during the term of this Agreement and any Alternative Distribution Agreement subject to the notice provision contained in Section 7(k) herein and therein.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 300,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing pursuant to Rule 462(e) (“Rule 462(e)”) under the Securities Act of 1933, 2016as amended, and the rules and regulations thereunder (collectively, the “Securities Act”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the U.S. Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 S-3ASR (File No. 333-212426225620 and 333-225620-01), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementstatement and any Replacement Registration Statement (as defined in Section 7(a) hereof), in either case, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Transaction Entities have also entered into separate equity distribution agreements providing for the Commission’s Electronic Data Gatheringdistribution by the Company of its Common Stock on terms and conditions substantially identical to the terms and conditions hereof (collectively, Analysis and Retrieval system (the “XXXXXAlternative Distribution Agreements”), dated as of even date herewith, with each of Xxxxxxxxx LLC, SunTrust Xxxxxxxx Xxxxxxxx, Inc., BB&T Capital Markets (a division of BB&T Securities, LLC), HSBC Securities (USA) Inc. and BTIG, LLC (collectively, the “Alternative Managers”). The aggregate sale prices of the Securities that may be sold pursuant to this Agreement and the shares of Common Stock that may be sold pursuant to the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to JMP Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares of beneficial interest, without par value $0.001 per share (the “Preferred StockCommon Shares”), ) having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement or any Alternative Distribution Agreements (as defined below) shall be the sole responsibility of the Company, and JonesTrading JMP Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading JMP Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to JMP Securities as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and JMP Securities containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426203727), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingJMP Securities, for use by JonesTradingJMP Securities, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents and information otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such base prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringOperating Partnership have also entered into five (5) separate amended and restated equity distribution agreements (each an “Alternative Distribution Agreement” and, Analysis and Retrieval system (collectively, the “XXXXXAlternative Distribution Agreements”), each dated as of the date hereof, with Xxxxx Fargo Securities, LLC BMO Capital Markets Corp., Ladenburg Xxxxxxxx & Co. Inc., Xxxxxx X. Xxxxx & Co. Incorporated and Xxxxxxxxxx Securities, Inc., respectively (each, an “Alternative Placement Agent” and together with JMP Securities, the “Placement Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Company agrees that whenever it determines to sell Securities directly to an Alternative Placement Agent as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and the Alternative Placement Agent covering such sale.

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred common stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as Shares”), having an aggregate offering price of up to the Common Stock issuable upon conversion of the Securities, $45,000,000 (the “Underlying SharesMaximum Amount”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities Common Shares issued and sold under this Agreement (such Common Shares being referred to herein as the “Shares”) shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Securities Act”), with the Commission a registration statement on Form N-2 (File No. 333-195652), including a base prospectus, relating to the Common Shares, including the Shares to be issued from time to time by the Company. The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, Statement and the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy amendment or supplement thereto that has been filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to JMP Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares of beneficial interest, without par value $0.001 per share (the “Preferred StockCommon Shares”), ) having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement or any Alternative Distribution Agreements (as defined below) shall be the sole responsibility of the Company, and JonesTrading JMP Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading JMP Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to JMP Securities as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and JMP Securities containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426182667), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingJMP Securities, for use by JonesTradingJMP Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents and information otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringOperating Partnership have also entered into four (4) separate equity distribution agreements (each an “Alternative Distribution Agreement” and, Analysis collectively, the “Alternative Distribution Agreements”) each dated as of the date hereof, with BMO Capital Markets Corp., Xxxxx Fargo Securities, LLC, Ladenburg Xxxxxxxx & Co. Inc., and Retrieval system Xxxxxxxxxx Securities, Inc., respectively (each, an “XXXXXAlternative Placement Agent” and together with JMP Securities, the “Placement Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Company agrees that whenever it determines to sell Securities directly to an Alternative Placement Agent as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and the Alternative Placement Agent covering such sale.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingCapital One Securities, acting as agent and/or principal, shares Common Shares of the Company’s 9.00% Series B convertible preferred stockBeneficial Interest, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 250,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Capital One Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Capital One Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company with the Securities and Exchange Commission (the “Commission”), which initially became effective on July 19, 2016upon filing, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to Capital One Securities as principal it will enter into a separate written agreement containing the terms and conditions of such sale. The Company has also entered into separate equity distribution agreements with respect to the Securities (each, an “Alternative Equity Distribution Agreement” and collectively, the “Alternative Equity Distribution Agreements”), each dated as of the date hereof, with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and SunTrust Xxxxxxxx Xxxxxxxx, Inc. (each, an “Alternative Placement Agent” and collectively, the “Alternative Placement Agents”, and, together with Capital One Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426224135), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingCapital One Securities, for use by JonesTradingCapital One Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents and information incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 125,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing pursuant to Rule 462(e) (“Rule 462(e)”) under the Securities Act of 1933, 2016as amended, and the rules and regulations thereunder (collectively, the “Securities Act”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the U.S. Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426174668), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Placement Agent, acting as agent and/or principal, up to $35,000,000 of shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.001 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, except as set forth in a Placement Notice (as defined below) the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding on the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Placement Agent shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading the Placement Agent will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to offer, sell or issue the Securities. The Company has filedshall file, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426)S-3, including a base prospectus, prospectus and a prospectus relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating will promptly furnish to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall furnish to JonesTradingPlacement Agent, for use by JonesTradingthe Placement Agent, copies of the prospectus included as part of such registration statement, as supplemented by and a prospectus supplement (the “the Prospectus Supplement”), if any, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,.” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act The prospectus relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectusSecurities, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes Any reference herein to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of this Agreementlike import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, all references as the case may be. Any reference herein to the Registration Statement, any Rule 462(b) Registration Statement, the Prospectus or to any amendment or supplement thereto to any of the foregoing shall be deemed to include any the copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXXEXXXX”); all references in this Agreement to any Issuer Free Writing Prospectus (other than any Issuer Free Writing Prospectuses that, pursuant to Rule 433 under the Securities Act, are not required to be filed with the Commission) shall be deemed to include the copy thereof filed with the Commission pursuant to EXXXX.

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred StockCommon Shares”), having an aggregate sale offering price of up to $50,000,000 150,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities Common Shares issued and sold under this Agreement (such Common Shares being referred to herein as the “Shares”) shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Securities Act”), with the Commission a registration statement on Form N-2 (File No. 333-229337), including a base prospectus, relating to the Common Shares, including the Shares to be issued from time to time by the Company. The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof thereof, or incorporated or deemed incorporated by reference therein, if any, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act Act, including all documents incorporated or deemed incorporated by reference therein, if any, is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, Statement and the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy amendment or supplement thereto that has been filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to BMO Capital Markets, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares of beneficial interest, without par value $0.001 per share (the “Preferred StockCommon Shares”), ) having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement or any Alternative Distribution Agreements (as defined below) shall be the sole responsibility of the Company, and JonesTrading BMO Capital Markets shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading BMO Capital Markets will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to BMO Capital Markets as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and BMO Capital Markets containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426203727), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingBMO Capital Markets, for use by JonesTradingBMO Capital Markets, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents and information otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such base prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringOperating Partnership have also entered into five (5) separate amended and restated equity distribution agreements (each an “Alternative Distribution Agreement” and, Analysis collectively, the “Alternative Distribution Agreements”) each dated as of the date hereof, with Xxxxx Fargo Securities, LLC, JMP Securities LLC, Ladenburg Xxxxxxxx & Co. Inc., Xxxxxx X. Xxxxx & Co. Incorporated and Retrieval system Xxxxxxxxxx Securities, Inc., respectively (each, an “XXXXXAlternative Placement Agent” and together with BMO Capital Markets, the “Placement Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Company agrees that whenever it determines to sell Securities directly to an Alternative Placement Agent as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and the Alternative Placement Agent covering such sale.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, up to 7,500,000 shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $1.00 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing under Rule 462(e) under the Securities Act of 1933, 2016as amended, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 (File No. 333-212426174326), including a base prospectus, relating to certain securities, including the Securities Securities, to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, Supplement relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated or deemed incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein or deemed to be incorporated by referencereference therein, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such base prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act Act, is herein called the “Prospectus.” ”. Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto to the Registration Statement or the Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein, and any reference herein to the terms “amend,” ”, “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to BMO Capital Markets, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares of beneficial interest, without par value $0.001 per share (the “Preferred StockCommon Shares”), ) having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement or any Alternative Distribution Agreements (as defined below) shall be the sole responsibility of the Company, and JonesTrading BMO Capital Markets shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading BMO Capital Markets will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to BMO Capital Markets as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and BMO Capital Markets containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426182667), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingBMO Capital Markets, for use by JonesTradingBMO Capital Markets, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents and information otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringOperating Partnership have also entered into four (4) separate equity distribution agreements (each an “Alternative Distribution Agreement” and, Analysis collectively, the “Alternative Distribution Agreements”) each dated as of the date hereof, with Xxxxx Fargo Securities, LLC, JMP Securities LLC, Ladenburg Xxxxxxxx & Co. Inc., and Retrieval system Xxxxxxxxxx Securities, Inc., respectively (each, an “XXXXXAlternative Placement Agent” and together with BMO Capital Markets, the “Placement Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Company agrees that whenever it determines to sell Securities directly to an Alternative Placement Agent as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and the Alternative Placement Agent covering such sale.

Description of Securities. Each Shares The Company is hereby offering a "best efforts, no minimum basis" 1,250,000 shares of its Common Stock at a price of $0.40 per share. Common Stock The authorized capital stock of the Company consists of 20,000,000 shares of Common Stock, $.001 par value. Holders of the Common Stock do not have preemptive rights to purchase additional shares of Common Stock or other subscription rights. The Common Stock carries no conversion rights and the OP agrees that, from time to time during the term of this Agreement, on the terms and is not subject to the conditions set forth herein, the Company may issue and sell through JonesTrading, acting as agent and/or principal, redemption or to any sinking fund provisions. All shares of Common Stock are entitled to share equally in dividends from sources legally available therefor when, as and if declared by the Company’s 9.00% Series B convertible preferred stockBoard of Directors and, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock upon liquidation or dissolution of the Company, $0.01 par value per whether voluntary or involuntary, to share (generallyequally in the assets of the Company available for distribution to stockholders. All outstanding shares of Common Stock are validly authorized and issued, the “fully paid and nonassessable, and all shares to be sold and issued as contemplated hereby, will be validly authorized and issued, fully paid and nonassessable. The Board of Directors is authorized to issue additional shares of Common Stock,” , not to exceed the amount authorized by the Company's Certificate of Incorporation, on such terms and specifically conditions and for such consideration as the Board may deem appropriate without further stockholder action. The above description concerning the Common Stock of the Company does not purport to be complete. Reference is made to the Company's Certificate of Incorporation and Bylaws which are available for inspection upon proper notice at the Company's offices, as well as to the applicable statutes of the State of Nevada for a more complete description concerning the rights and liabilities of stockholders. Prior to this offering, there has been a limited market for the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading shall have no obligation in connection with such compliance. The issuance and sale predictions can be made of the Securities through JonesTrading effect, if any, that market sales of shares or the availability of shares for sale will be effected pursuant to have on the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued market price prevailing from time to time by time. Nevertheless, sales of significant amounts of the Common Stock of the Company in the public market may adversely affect prevailing market prices, and may impair the Company's ability to raise capital at that time through the sale of its equity securities. Each holder of Common Stock is entitled to one vote per share on all matters on which such stockholders are entitled to vote. Since the shares of Common Stock do not have cumulative voting rights, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions holders of more than 50 percent of the Securities Exchange Act shares voting for the election of 1934directors can elect all the directors if they choose to do so and, as amended, and the rules and regulations thereunder (collectivelyin such event, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating holders of the remaining shares will not be able to elect any person to the Securities (the “Prospectus Supplement”) to the base prospectus included as part Board of such shelf registration statement. The Company shall furnish to JonesTrading, for use by JonesTrading, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration StatementDirectors.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Placement Agent, acting as agent and/or principal, up to 6,000,000 shares (the “Shares”) of the Company’s 9.00% Series B convertible preferred Class A common stock, without par value $0.01 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, except as set forth in a Placement Notice (as defined below) the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding on the number and aggregate sale price of the Securities Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Placement Agent shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading the Placement Agent will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to offer, sell or issue the SecuritiesShares. The Company has also entered into a separate equity distribution agreement with respect to the Shares (each, an “Alternative Equity Distribution Agreement” and, together with any other equity distribution agreement with respect to the Shares into which the Company may enter, the “Alternative Equity Distribution Agreements”), each dated as of even date herewith, with each of FBR Capital Markets & Co., JonesTrading Institutional Services LLC and Ladenburg Xxxxxxxx & Co. Inc. (each an “Alternative Agent” and, together with any other agent with which the Company enters into an Alternative Equity Distribution Agreement, the “Alternative Agents”). The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426215384), including a base prospectus, relating to certain securities, including the Securities Shares to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Placement Agent, for use by JonesTradingthe Placement Agent, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes Any reference herein to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of this Agreementlike import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, all references as the case may be. Any reference herein to the Registration Statement, any Rule 462(b) Registration Statement (as defined below), the Prospectus or to any amendment or supplement thereto to any of the foregoing shall be deemed to include any the copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”); all references in this Agreement to any Issuer Free Writing Prospectus (other than any Issuer Free Writing Prospectuses that, pursuant to Rule 433 under the Securities Act, are not required to be filed with the Commission) shall be deemed to include the copy thereof filed with the Commission pursuant to XXXXX.

Description of Securities. Each of the Company and the OP Operating Partnership agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingMLV, acting as agent and/or and/or, at the option of the Company, principal, up to 4,000,000 shares (the “Maximum Amount” or the “Securities”) of the Company’s 9.007.00% Series B convertible preferred stockClass Z Cumulative Preferred Stock, without par value $.01 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the aggregate number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading MLV shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading MLV will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016upon filing under Rule 462(e) (as defined below), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company hereby reserves the right to issue and sell securities other than through or to MLV during the term of this Agreement. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 (File No. 333-212426173503), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the CompanyPreferred Stock, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, 1934 and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement to the base prospectus included as part of such registration statement, which Prospectus Supplement specifically relating relates to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement). The Company shall will furnish to JonesTradingMLV, for use by JonesTradingMLV, copies (which may be electronic form) of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under (the Securities Act“Rule 430B Information”), is herein called the “Registration Statement,.” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system XXXXX (“XXXXX”as defined below).

Description of Securities. Each of the Company Company, the Adviser and the OP Administrator agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingUBS Securities, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred 's common stock, without $0.001 par value per share (the “Preferred "Common Stock”"), having an aggregate sale offering price of up to $50,000,000 75,000,000.00 (the “"Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”"). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities shares of Common Stock issued and sold under this Agreement (such shares of Common Stock being referred to herein as the "Securities") shall be the sole responsibility of the Company, and JonesTrading UBS Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading UBS Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the "Commission"), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “"Securities Act”"), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 N-2 (File No. 333-212426193308), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “"Prospectus Supplement”") to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingUBS Securities, for use by JonesTradingUBS Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original "Registration Statement.” " The base prospectus, including all documents incorporated therein by reference, prospectus included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “"Prospectus.” " Any reference herein to the Registration Statementbase prospectus, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement Supplement or the Prospectus shall be deemed to refer to and include any post-effective amendment to the filing after Registration Statement and any prospectus supplement relating to the execution hereof of any document Securities filed with the Commission deemed pursuant to be incorporated by reference thereinRule 497, in each case after the date of the base prospectus, the Prospectus Supplement or the Prospectus, as the case may be. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. A Form N-54A Notification of Election to be Subject to Sections 55 through 65 of the Commission’s Electronic Data GatheringInvestment Company Act of 1940, Analysis and Retrieval system as amended, filed pursuant to Section 54(a) of the Investment Company Act, as amended (File No. 814-00794) (the “XXXXXNotification of Election”), was filed with the Commission on April 12, 2010 under the Investment Company Act of 1940, as amended, and the rules and regulations promulgated thereunder (collectively, the "Investment Company Act"). The Company has entered into an Investment Advisory and Management Agreement, dated as of April 14, 2010 and amended and restated as of July 16, 2010 (as most recently re-approved by the board of directors of the Company at a meeting on May 6, 2014, the "Investment Advisory Agreement"), with the Adviser. On August 5, 2014, the board of directors of the Company approved, and the Company entered into, an amended and restated Investment Advisory Agreement, effective as of June 30, 2014. The Company has entered into an Administration Agreement, dated as of April 14, 2010 (as most recently re-approved by the board of directors of the Company at a meeting on May 6, 2014, the "Administration Agreement"), with GC Service Company, LLC, a Delaware limited liability company ("GC Service"). The Administration Agreement was assigned by GC Service to the Administrator pursuant to an Assignment Agreement, dated as of February 5, 2013, by and between the Administrator and GC Service, as consented to by the Company.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingKeyBanc Capital Markets, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockshares of beneficial interest, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 100,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading KeyBanc Capital Markets shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading KeyBanc Capital Markets will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426172462), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingKeyBanc Capital Markets, for use by JonesTradingKeyBanc Capital Markets, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data Gathering, Analysis and Retrieval system Partnership have also entered into a separate equity distribution agreement (the “XXXXXAlternative Distribution Agreement”), dated as of even date herewith, with Xxxxx Fargo Securities, LLC (the “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreement shall not exceed the Maximum Amount.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingWxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale sales price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale sales price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Wxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Wxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19upon filing under Rule 462(e) under the Securities Act of 1933, 2016as amended, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 (File No. 333-212426174906), including a base prospectus, relating to certain securities, including the Securities Securities, to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingWxxxx Fargo Securities, for use by JonesTradingWxxxx Fargo Securities, by email or other electronic transmission, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, Supplement relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof incorporated or deemed incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein or deemed to be incorporated by referencereference therein, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such base prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act Act, is herein called the “Prospectus.” ”. Any reference herein to the Registration Statement, Statement or the Prospectus or any amendment or supplement thereto to the Registration Statement or the Prospectus shall be deemed to refer to and include the documents incorporated or deemed to be incorporated by reference therein, and any reference herein to the terms “amend,” ”, “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXXEXXXX”).

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, up to 600,000 shares (the “Series 2023 Shares”) of the Company’s 9.007.50% Series B convertible 2023 preferred stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generallythe “2023 Preferred Stock”), and/or up to 600,000 shares (the “Series 2024 Shares” and, together with the 2023 Shares, the “Common Shares”) of Series 8.125% 2024 preferred stock, $0.01 par value per share (the “2024 Preferred Stock,” and specifically as to together with the Common Stock issuable upon conversion of the Securities2023 Preferred Stock, the “Underlying SharesPreferred Stock”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the maximum number of Series 2023 Shares and aggregate sale price of the Securities Series 2024 Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Securities Act”), with the Commission a registration statement on Form N-2 (File Nos. 333-205405 and 811-22432), including a base prospectus, relating to the Preferred Stock, including the Shares to be issued from time to time by the Company. The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, Statement and the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy amendment or supplement thereto that has been filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”)EXXXX.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingWxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockshares of beneficial interest, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 100,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Wxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Wxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426172462), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingWxxxx Fargo Securities, for use by JonesTradingWxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to EXXXX. The Company and the Commission’s Electronic Data Gathering, Analysis and Retrieval system Partnership have also entered into a separate equity distribution agreement (the “XXXXXAlternative Distribution Agreement”), dated as of even date herewith, with KeyBanc Capital Markets Inc. (the “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreement shall not exceed the Maximum Amount.

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred common stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as Shares”), having an aggregate offering price of up to the Common Stock issuable upon conversion of the Securities, $25,000,000 (the “Underlying SharesMaximum Amount”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities Common Shares issued and sold under this Agreement (such Common Shares being referred to herein as the “Shares”) shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Securities Act”), with the Commission a registration statement on Form N-2 (File Nos. 333-205405 and 811-22432), including a base prospectus, relating to the Common Shares, including the Shares to be issued from time to time by the Company. The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference thereinthereof, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, Statement and the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy amendment or supplement thereto that has been filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 125,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426175326), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data GatheringXXXXX. The Transaction Entities have also entered into three separate equity distribution agreements (each, Analysis and Retrieval system (an “XXXXXAlternative Distribution Agreement”), each dated as of the date hereof, with Barclays Capital Inc., KeyBanc Capital Markets Inc. and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, respectively (each, an “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the Company and the OP Adviser agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingLadenburg, acting as agent and/or principal, shares of the Company’s 9.00% Series B convertible preferred common stock, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as Shares”), having an aggregate offering price of up to the Common Stock issuable upon conversion of the Securities, $500,000,000 (the “Underlying SharesMaximum Amount”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities Common Shares issued and sold under this Agreement (such Common Shares being referred to herein as the “Shares”) shall be the sole responsibility of the Company, and JonesTrading Ladenburg shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading Ladenburg will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the SecuritiesShares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 N-2 (File NoNos. 333-212426236574 and 811-22432), including a base prospectus, relating to certain securitiesthe Common Shares, including the Securities Shares to be issued from time to time by the Company, and which incorporates commencing on or after August 1, 2020 will incorporate by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingLadenburg, for use by JonesTradingLadenburg, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) 497 or Rule 424 under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under or Rule 430C of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated or deemed incorporated therein by referencereference to the extent such information has not been superseded or modified in accordance with Rule 412 under the Securities Act (as qualified by Rule 430B(g) of the Securities Act), included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) 497 or Rule 424 under the Securities Act is herein called the “Prospectus.” Any reference herein For purposes of this Agreement, all references to (i) the Registration Statement and the Prospectus shall be deemed to include any amendment or supplement thereto that has been filed with the Commission pursuant to the Interactive Data Electronic Application system when used by the Commission (collectively, “EXXXX”) and (ii) the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated or deemed incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to therein (the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXXIncorporated Documents”).

Description of Securities. Each Shares The Company is hereby offering a "best efforts, no minimum basis" up to 992,500 shares of Common Stock at $1.00 per Share. Common Stock The authorized capital stock of the Company consists of 20,000,000 shares of Common Stock, $.001 par value. Holders of the Common Stock do not have preemptive rights to purchase additional shares of Common Stock or other subscription rights. The Common Stock carries no conversion rights and the OP agrees that, from time to time during the term of this Agreement, on the terms and is not subject to the conditions set forth herein, the Company may issue and sell through JonesTrading, acting as agent and/or principal, redemption or to any sinking fund provisions. All shares of Common Stock are entitled to share equally in dividends from sources legally available therefor when, as and if declared by the Company’s 9.00% Series B convertible preferred stockBoard of Directors and, without par value per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock upon liquidation or dissolution of the Company, $0.01 par value per whether voluntary or involuntary, to share (generallyequally in the assets of the Company available for distribution to stockholders. All outstanding shares of Common Stock are validly authorized and issued, the “fully paid and nonassessable, and all shares to be sold and issued as contemplated hereby, will be validly authorized and issued, fully paid and nonassessable. The Board of Directors is authorized to issue additional shares of Common Stock,” , not to exceed the amount authorized by the Company's Certificate of Incorporation, on such terms and specifically conditions and for such consideration as the Board may deem appropriate without further stockholder action. The above description concerning the Common Stock of the Company does not purport to be complete. Reference is made to the Company's Certificate of Incorporation and Bylaws which are available for inspection upon proper notice at the Company's offices, as well as to the applicable statutes of the State of Nevada for a more complete description concerning the rights and liabilities of stockholders. Prior to this offering, there has been no market for the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading shall have no obligation in connection with such compliance. The issuance and sale predictions can be made of the Securities through JonesTrading effect, if any, that market sales of shares or the availability of shares for sale will be effected pursuant to have on the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426), including a base prospectus, relating to certain securities, including the Securities to be issued market price prevailing from time to time by time. Nevertheless, sales of significant amounts of the Common Stock of the Company in the public market may adversely affect prevailing market prices, and may impair the Company's ability to raise capital at that time through the sale of its equity securities. Each holder of Common Stock is entitled to one vote per share on all matters on which such stockholders are entitled to vote. Since the shares of Common Stock do not have cumulative voting rights, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions holders of more than 50 percent of the Securities Exchange Act shares voting for the election of 1934directors can elect all the directors if they choose to do so and, as amended, and the rules and regulations thereunder (collectivelyin such event, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating holders of the remaining shares will not be able to elect any person to the Securities (the “Prospectus Supplement”) to the base prospectus included as part Board of such shelf registration statement. The Company shall furnish to JonesTrading, for use by JonesTrading, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration StatementDirectors.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Placement Agent, acting as agent and/or principal, up to 6,000,000 shares (the “Shares”) of the Company’s 9.00% Series B convertible preferred Class A common stock, without par value $0.01 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, except as set forth in a Placement Notice (as defined below) the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding on the number and aggregate sale price of the Securities Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Placement Agent shall have no obligation in connection with such compliance. The issuance and sale of the Securities Shares through JonesTrading the Placement Agent will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to offer, sell or issue the SecuritiesShares. The Company has also entered into a separate equity distribution agreement with respect to the Shares (each, an “Alternative Equity Distribution Agreement” and, together with any other equity distribution agreement with respect to the Shares into which the Company may enter, the “Alternative Equity Distribution Agreements”), each dated as of even date herewith, with each of JMP Securities LLC, FBR Capital Markets & Co. and JonesTrading Institutional Services LLC (each an “Alternative Agent” and, together with any other agent with which the Company enters into an Alternative Equity Distribution Agreement, the “Alternative Agents”). The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426215384), including a base prospectus, relating to certain securities, including the Securities Shares to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities Shares (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Placement Agent, for use by JonesTradingthe Placement Agent, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the SecuritiesShares. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes Any reference herein to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of this Agreementlike import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, all references as the case may be. Any reference herein to the Registration Statement, any Rule 462(b) Registration Statement (as defined below), the Prospectus or to any amendment or supplement thereto to any of the foregoing shall be deemed to include any the copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”); all references in this Agreement to any Issuer Free Writing Prospectus (other than any Issuer Free Writing Prospectuses that, pursuant to Rule 433 under the Securities Act, are not required to be filed with the Commission) shall be deemed to include the copy thereof filed with the Commission pursuant to XXXXX.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to Xxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares of beneficial interest, without par value $0.001 per share (the “Preferred StockCommon Shares”), ) having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement or any Alternative Distribution Agreements (as defined below) shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to Xxxxx Fargo Securities as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and Xxxxx Fargo Securities containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426182667), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents and information otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringOperating Partnership have also entered into four (4) separate equity distribution agreements (each an “Alternative Distribution Agreement” and, Analysis collectively, the “Alternative Distribution Agreements”) each dated as of the date hereof, with BMO Capital Markets Corp., JMP Securities LLC, Ladenburg Xxxxxxxx & Co. Inc., and Retrieval system Xxxxxxxxxx Securities, Inc., respectively (each, an “XXXXXAlternative Placement Agent” and together with Xxxxx Fargo Securities, the “Placement Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. The Company agrees that whenever it determines to sell Securities directly to an Alternative Placement Agent as principal it will enter into a separate written agreement in form and substance satisfactory to both the Company and the Alternative Placement Agent covering such sale.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to one of the Agents, acting as agent and/or principal, up to 5,000,000 shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 ) (the “Maximum Amount”). The foregoing shares being herein called For the “Securities.” The Securities will avoidance of doubt, subject to Section 6(e) below, the Maximum Amount shall not be convertible into shares reduced in the event of common stock of an increase in the Company, $0.01 par value market price per share (generally, the “of Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading that the Agents shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading the Agents will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to an Agent as principal it will enter into a separate written agreement with such Agent, in a form and substance satisfactory to the Company and such Agent, containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426274827), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the CompanyCompany pursuant to this Agreement, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Agents, for use by JonesTradingthe Agents, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference thereintherein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents and information otherwise deemed to be a part thereof as of such time pursuant to Rule 430B of the Securities Act (“Rule 430B”), and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement subsequently filed with the Commission pursuant to Rule 462(b424(b), or any subsequent registration statement on Form S-3 filed pursuant to Rule 415(a)(6) of under the Securities Act relating by the Company with respect to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration StatementPlacement Securities. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”)EXXXX.

Description of Securities. Each of the Company and the OP Operating Partnership agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingRBC, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale offering price of up to $50,000,000 75,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading RBC will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of under the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”). The Company has filed, in accordance with the provisions of the Securities Act, with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426181290), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, which shelf registration statement has become effective under the Securities Act and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statementstatement (the “Prospectus Supplement”). The Company shall will furnish to JonesTradingRBC, for use by JonesTradingRBC, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under the Securities ActAct (the “Rule 430B Information”), is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).. As used in this Agreement, the following terms have the respective meanings set forth below:

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 150,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426174535), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX. The Company and the Commission’s Electronic Data GatheringPartnership have also entered into two separate equity distribution agreements (each, Analysis and Retrieval system (an “XXXXXAlternative Distribution Agreement”), each dated as of the date hereof, with Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and X.X. Xxxxxx Securities LLC, respectively (each, an “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount.

Description of Securities. Each of the Company and the OP Operating Partnership agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingKeyBanc, acting as agent and/or and/or, at the option of the Company, principal, up to 7,000,000 shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockClass A Common Stock, without par value $.01 per share (the “Preferred Stock”), having an aggregate sale price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the aggregate number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading KeyBanc shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading KeyBanc will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became effective on July 19, 2016upon filing under Rule 462(e) (as defined below), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company hereby reserves the right to issue and sell securities other than through or to KeyBanc during the term of this Agreement. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 (File No. 333-212426150341-01), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the CompanyCommon Stock, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, 1934 and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement to the base prospectus included as part of such registration statement, which Prospectus Supplement specifically relating relates to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement). The Company shall will furnish to JonesTradingKeyBanc, for use by JonesTradingKeyBanc, copies (which may be electronic form) of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under (the Securities Act“Rule 430B Information”), is herein called the “Registration Statement,.” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to XXXXX (as defined below). The Company and the Commission’s Electronic Data GatheringOperating Partnership have also entered into separate equity distribution agreements (collectively, Analysis the “Alternative Distribution Agreements”), dated as of even date herewith, with Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and Retrieval system Xxxxx Fargo Securities, LLC (each, an “XXXXXAlternative Manager”). The aggregate number of Securities that may be sold from time to time pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed 7,000,000 shares of Common Stock (the “Maximum Amount”).

Description of Securities. Each of the Company and the OP Operating Partnership agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company may issue and sell through JonesTradingWachovia, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares of beneficial interest, without $.01 par value per share (the “Preferred StockCommon Shares”), having an aggregate sale offering price of up to $50,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”)50,000,000.00. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale offering price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Wachovia shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Wachovia will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426158081), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingWachovia, for use by JonesTradingWachovia, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to Xxxxx Fargo Securities, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale gross sales price of up to $50,000,000 150,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Company agrees that if it determines that Xxxxx Fargo Securities will be convertible purchase any Securities on a principal basis, then it will enter into shares of common stock of a separate underwriting or similar agreement in form and substance satisfactory to both the Company, $0.01 par value per share (generally, the “Common Stock,” Company and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”)Xxxxx Fargo Securities covering such purchase. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale gross sales price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426179411), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data GatheringXXXXX. The Transaction Entities have also entered into three separate equity distribution agreements (each, Analysis and Retrieval system (an “XXXXXAlternative Distribution Agreement”), each dated as of the date hereof, with RBC Capital Markets, LLC, Xxxxxxxxx LLC and KeyBanc Capital Markets Inc., respectively (each, an “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount. Whenever the Company determines to sell the Securities directly to an Alternative Placement Agent as principal, it will enter into a separate underwriting or similar agreement in form and substance satisfactory to both the Company and the Alternative Placement Agent covering such purchase.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingXxxxx Fargo Securities, acting as agent and/or principal, shares Common Shares of the Company’s 9.00% Series B convertible preferred stockBeneficial Interest, without par value $0.01 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 250,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Xxxxx Fargo Securities shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Xxxxx Fargo Securities will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company with the Securities and Exchange Commission (the “Commission”), which initially became effective on July 19, 2016upon filing, although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to Xxxxx Fargo Securities as principal it will enter into a separate written agreement containing the terms and conditions of such sale. The Company has also entered into separate equity distribution agreements with respect to the Securities (each, an “Alternative Equity Distribution Agreement” and collectively, the “Alternative Equity Distribution Agreements”), each dated as of the date hereof, with BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and SunTrust Xxxxxxxx Xxxxxxxx, Inc. (each, an “Alternative Placement Agent” and collectively, the “Alternative Placement Agents”, and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with the rules and regulations thereunder, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426224135), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingXxxxx Fargo Securities, for use by JonesTradingXxxxx Fargo Securities, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents and information incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingor to the Agents, each acting as an agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockcommon shares, without no par value per share (the “Preferred Common Stock”), having an aggregate sale sales price of up to $50,000,000 200,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale sales price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Agents shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading the Agents will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and on February 26, 2024 which initially became effective on July 19, 2016upon filing with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 462 of the rules and regulations of the Commission under the Securities Act (as defined below), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to an Agent as principal it will enter into a separate written agreement containing the terms and conditions of such sale with such Agent. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-3 (File No. 333-212426277365), including a base prospectusprospectus (the “Base Prospectus”), relating to certain securities, including the Securities to be issued from time to time by the CompanyCompany pursuant to this Agreement, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus Base Prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Agents, for use by JonesTradingthe Agents, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if without reference to a time means such registration statements as amended by any post-effective amendments thereto as of the Company files time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of the Registration Statement with respect to the Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents and information incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a registration statement with the Commission part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. 430B. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectusBase Prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus Base Prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”)EXXXX.

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingthe Managers, acting as agent agents and/or principalprincipals, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred common stock, without par value $0.00125 per share (the “Preferred Common Stock”), having an aggregate sale price of up to $50,000,000 500,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading the Managers shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading the Managers will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company agrees that whenever it determines to sell Securities directly to the Managers as principals it will enter into a separate written agreement containing the terms and conditions of such sale. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426253001), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall will furnish to JonesTradingthe Managers, for use by JonesTradingthe Managers, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Securities. Except where the context otherwise requires, such shelf registration statementThe “Registration Statement”, as of any time, means such registration statement as amended when it became effectiveby any post-effective amendments thereto at such time, including all the exhibits and any schedules thereto at such time, the documents filed as part thereof incorporated or deemed to be incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission therein at such time pursuant to Rule 424(b) Item 12 of Form S-3 under the Securities Act or and the documents and information otherwise deemed to be a part thereof as of such shelf registration statement time pursuant to Rule 430B under of the Securities ActAct (“Rule 430B”); provided, is herein called however, that the “Registration Statement,” provided that if the Company files without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of the Registration Statement with respect to the Commission Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto at such time, the documents and information incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” 430B. The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Commission’s Electronic Data Gathering, Analysis and Retrieval system (“XXXXX”).

Description of Securities. Each of the The Company and the OP agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, the Company it may issue and sell through JonesTradingMxxxxxx Lxxxx, acting as agent and/or principal, shares (the “Securities”) of the Company’s 9.00% Series B convertible preferred stockshares of beneficial interest, without par value $0.01 per share (the “Preferred Common Stock”), ) having an aggregate sale price of up to $50,000,000 200,000,000 (the “Maximum Amount”). The foregoing shares being herein called the “Securities.” The Securities will be convertible into shares of common stock of the Company, $0.01 par value per share (generally, the “Common Stock,” and specifically as to the Common Stock issuable upon conversion of the Securities, the “Underlying Shares”). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth in this Section 1 regarding the number and aggregate sale price of the Securities issued and sold under this Agreement shall be the sole responsibility of the Company, and JonesTrading Mxxxxxx Lxxxx shall have no obligation in connection with such compliance. The issuance and sale of the Securities through JonesTrading Mxxxxxx Lxxxx will be effected pursuant to the Registration Statement (as defined below) that was filed by the Company and which initially became declared effective on July 19, 2016by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue the Securities. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended (collectively with amended, and the rules and regulations thereunderthereunder (collectively, the “Securities Act”), with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-3 (File No. 333-212426172462), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Securities (the “Prospectus Supplement”) to the base prospectus included as part of such shelf registration statement. The Company shall has also prepared a prospectus supplement addendum specifically relating to the Securities (the “Prospectus Supplement Addendum”) to the base prospectus and the Prospectus Supplement included as part of such registration statement. The Company will furnish to JonesTradingMxxxxxx Lxxxx, for use by JonesTradingMxxxxxx Lxxxx, copies of the prospectus included as part of such registration statement, as supplemented by the Prospectus SupplementSupplement and the Prospectus Supplement Addendum, relating to the Securities. Except where the context otherwise requires, such shelf registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such shelf registration statement pursuant to Rule 430B under of the Securities Act, is herein called the “Registration Statement,” provided that if the Company files a registration statement with the Commission pursuant to Rule 462(b) of the Securities Act relating to the Shares (a “Rule 462 Registration Statement”), then, after such filing, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462 Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus SupplementSupplement and the Prospectus Supplement Addendum, in the form in which such prospectus and/or Prospectus Supplement and Prospectus Supplement Addendum have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to EXXXX. The Company and the Commission’s Electronic Data GatheringPartnership have also entered into two separate equity distribution agreements (each, Analysis and Retrieval system (as amended, an “XXXXXAlternative Distribution Agreement”), each dated as of May 16, 2011 and amended as of December 20, 2011 and as of the date hereof, with Wxxxx Fargo Securities, LLC and KeyBanc Capital Markets Inc., respectively (each, an “Alternative Placement Agent”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Distribution Agreements shall not exceed the Maximum Amount.