Common use of Entire Agreement; Amendment; Severability Clause in Contracts

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager and the Agent. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, hereof including that certain At-the-Market Issuance Sales Agreement by and between the Company Cowen and the AgentCompany, dated as March 18, 2020 (the “Prior Agreement”), which, upon the effectiveness of October 3this Agreement, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20cancelled, 2021, except for those obligations, rights including any placement notices thereunder. The Company and provisions that survive Cowen hereby waive all notice requirements with respect to termination pursuant to Section 14 thereofunder the Prior Agreement. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCowen. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes ), together with the Confidential Disclosure Agreement, dated March 21, 2016, by and between the Company and Xxxxxxxxxx (the “Confidentiality Agreement”), constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes supersede all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentXxxxxxxxxx. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Other than the February 2012 Sales Agreement (including all schedules and exhibits attached thereto and Placement Notices (as defined therein) issued pursuant thereto, all of which shall remain in full force and effect pursuant to their terms), this Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among between the parties hereto Parties with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by each of the Company, the Operating Partnership, the Manager and the AgentParties. In the event that any one or more of the terms or provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such term or provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein hereof shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such term or provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties Parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) together with that certain engagement letter dated June 9, 2020 between the Company and the Agent (the “Engagement Letter”), constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the Agent; provided, however, that each of the Company and the Agent may amend the list of their respective individual representatives set forth on Schedule 3 by notice to the other, which will not be considered an amendment to this Agreement for purposes hereof. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes together with that certain Non-Disclosure Agreement between the Company and MLV dated June 7, 2011 (the “NDA”), constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof. Moreover, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby MLV agree that all exchanges of information hereunder shall be governed by the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) terms of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofthe NDA. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentMLV. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, including that certain At-the-Market Issuance Sales Agreement by and between the Company Cowen and the AgentCompany, dated as November 9, 2018 (the “Prior Agreement”), which, upon the effectiveness of October 3this Agreement, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20cancelled, 2021, except for those obligations, rights including any placement notices thereunder. The Company and provisions that survive Cowen hereby waive all notice requirements with respect to termination pursuant to Section 14 thereofunder the Prior Agreement. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCowen. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) ), constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated except as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofset forth below. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the each Agent. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement. Notwithstanding this Section 16 or any other provision contained herein, the provisions of the Engagement Letter dated as of December 7, 2021 between the Company and ThinkEquity, shall not be modified or superseded, and shall remain effective in all respects as originally agreed to by the parties thereto.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCowen. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement. In connection with this Agreement, the Company and the Agent hereby agree that this Agreement supersedes and replaces that certain Sales Agreement by and between the Company and Agent, dated as of February 27, 2020, as amended (the “2020 Sales Agreement”), provided that Section 7(g), Section 9, Section 10, Section 16 and Section 17 of the 2020 Sales Agreement shall remain in full force and effect.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) ), by and between the Company and the Agents constitutes the entire agreement of the parties respecting the subject matter hereof and thereof and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereofhereof and thereof, including, for the avoidance of doubt, including that certain At-the-At the Market Issuance Sales Agreement between the Company and the AgentAscendiant Capital Markets, LLC, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20June 21, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. is mutually terminated on the effective date of this Agreement.. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentAgents. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal illegal, or unenforceable as written by a court of competent jurisdiction, then such provision shall will be given full force and effect to the fullest possible extent that it is valid, legal legal, and enforceable, and the remainder of the terms and provisions herein shall will be construed as if such invalid, illegal illegal, or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall will be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Other than the November 2014 Sales Agreement (including all schedules and exhibits attached thereto and Placement Notices (as defined therein) issued pursuant thereto, all of which shall remain in full force and effect pursuant to their terms), this Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among between the parties hereto Parties with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by each of the Company, the Operating Partnership, the Manager and the AgentParties. In the event that any one or more of the terms or provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such term or provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein hereof shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such term or provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties Parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, including that certain At-the-Market Issuance Controlled Equity OfferingSM Sales Agreement between the Company and the Agentparties dated April 11, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof2016. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCantor. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.. No implied waiver by a party shall arise in the absence of a waiver in writing signed by such party. No failure or delay in exercising any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power, or privilege hereunder. US-DOCS\103004889.3

Entire Agreement; Amendment; Severability. This Agreement (including all schedules (as amended pursuant to this Agreement) and exhibits attached hereto and Placement Notices issued pursuant hereto) and any other writing entered into by the parties relating to this Agreement constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the Sales Agent, provided, however, that Schedule 2 of this Agreement may be amended by either party from time to time by sending a notice containing a revised Schedule 2 to the other party in the manner provided in Section 12 and, upon such amendment, all referenced herein to Schedule 2 shall automatically be deemed to refer to such amended Schedule 2. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) ), together with the side letter agreement between the Company and MLV dated the date hereof, constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the . The Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby MLV agree that all exchanges of information hereunder shall be governed by the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) terms of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofAgreement. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentMLV. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, including that certain At-the-Market Issuance Sales Agreement by and between the Company Cowen and the AgentCompany, dated as November 27, 2019 (the “Prior Agreement”), which, upon the effectiveness of October 3this Agreement, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20cancelled, 2021, except for those obligations, rights including any placement notices thereunder. The Company and provisions that survive Cowen hereby waive all notice requirements with respect to termination pursuant to Section 14 thereofunder the Prior Agreement. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCowen. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the CompanyCompany and Cowen; provided, however, that Schedule 2 of this Agreement may be amended by either party from time to time by sending a notice containing a revised Schedule 2 to the Operating Partnershipother party in the manner provided in Section 12 and, the Manager and the Agentupon such amendment, all references herein to Schedule 2 shall automatically be deemed to refer to such amended. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentXX Xxxxx. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.. The Company and Xxxxx and Company, LLC, an affiliate of XX Xxxxx hereby mutually agree to terminate as of the date hereof the sales agreement, dated June 1, 2021 and amended on May 9, 2023, between the Company and Xxxxx and Company, LLC, an affiliate of XX Xxxxx

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) ), together with the Agent Agreement, constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated except as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofset forth below. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the Agent. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement. Notwithstanding this Section 17 or any other provision contained herein, the provisions of the Engagement Letter dated as of April 9, 2020 by and between the Company and ThinkEquity shall not be modified or superseded, and shall remain effective in all respects as originally agreed to by the parties thereto.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes ), together with that certain engagement letter dated July 30, 2023, between the Company and Xxxxx-Xxxxxx, constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the CompanyCompany and Xxxxx-Xxxxxx, and no condition herein (express or implied) may be waived unless waived in writing by each party whom the Operating Partnership, the Manager and the Agentcondition is meant to benefit. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, includingother than the Prior Cantor Sales Agreement. By execution hereof, for Cantor waives the avoidance provisions of doubt, that certain At-the-Market Issuance Section 7(i) of the Prior Cantor Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior with respect to the date hereof, which entering into of the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofSales Agreements. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCantor. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement. No implied waiver by a party shall arise in the absence of a waiver in writing signed by such party. No failure or delay in exercising any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power, or privilege hereunder.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto), together with the Confidential Disclosure Agreement, dated December 13, 2010, by and between the Company and MLV (the “Confidentiality Agreement”) constitutes and side letter dated May 9, 2014, constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes supersede all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentMLV. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentCowen. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement. In connection with this Agreement, the Company and the Agent hereby agree that this Agreement supersedes and replaces that certain Sales Agreement by and between the Company and Cxxxx and Company, LLC, dated as of July 1, 2019 (the “July 2019 Sales Agreement”), provided that Section 7(g), Section 9, Section 10, Section 16 and Section 17 of the July 2019 Sales Agreement shall remain in full force and effect.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt; provided, that certain At-the-Market Issuance Sales Agreement between nothing herein shall be deemed to terminate or modify any existing obligations arising under the Company underwriting agreements entered into by the Company, the Operating Partnership and the Agent, dated as of October 3, 2016 and as amended from time to time RBS Securities prior to the date hereof. Notwithstanding anything herein to the contrary, which the Company this Agreement and the Agent hereby agree that Alternative Distribution Agreements replace and supersede the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Existing Distribution Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofin its entirety. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Partnership and the AgentRBS Securities. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes ), together with that certain Confidential Disclosure Agreement between the Company and MLV dated July 29, 2011 (the “NDA”), constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof. Moreover, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby MLV agree that all exchanges of information hereunder shall be governed by the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) terms of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofthe NDA. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentMLV. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto), together with the Confidential Disclosure Agreement, dated November 10, 2010, by and between the Company and MLV (the “Confidentiality Agreement”) constitutes and the letter agreement, dated as of the date hereof, by and between the Company and MLV, constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes thereof and supersede all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, that certain At-the-Market Issuance Sales Agreement between the Company hereof and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentMLV. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) ), by and between the Company and the Agents constitutes the entire agreement of the parties respecting the subject matter hereof and thereof and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereofhereof and thereof, including, for the avoidance of doubt, including that certain At-the-At the Market Issuance Sales Agreement between the Company and the AgentAscendiant Capital Markets, LLC, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20February 19, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereof. is mutually terminated on the effective date of this Agreement.. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentAgents. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal illegal, or unenforceable as written by a court of competent jurisdiction, then such provision shall will be given full force and effect to the fullest possible extent that it is valid, legal legal, and enforceable, and the remainder of the terms and provisions herein shall will be construed as if such invalid, illegal illegal, or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall will be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes the entire agreement and supersedes all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubt, including that certain At-the-At Market Issuance Sales Sale Agreement between the Company and the AgentX. Xxxxx Securities (f/k/a FBR Capital Markets & Co.), dated as of October 3April 15, 2016 and 2016, as amended from time to time prior to the date hereofamended, which the Company and the Agent X. Xxxxx Securities hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20the date the registration statement on Form S-3 filed by the Company on December 22, 20212020 is declared effective by the Commission, except for those obligations, rights and provisions that survive termination pursuant to Section 14 13 thereof. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentAgents. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.

Entire Agreement; Amendment; Severability. This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto) constitutes ), together with that certain side letter agreement between the Company and MLV dated the date hereof and together with that certain confidential disclosure agreement between the Company and MLV dated December 18, 2012, constitute the entire agreement of the parties with respect to the subject matter hereof and supersedes supersede all other prior and contemporaneous agreements and undertakings, both written and oral, among the parties hereto with regard to the subject matter hereof, including, for the avoidance of doubtwithout limitation, that certain At-the-Market Issuance Sales Agreement December 3, 2012 letter agreement between the Company and the Agent, dated as of October 3, 2016 and as amended from time to time prior to the date hereof, which the Company and the Agent hereby agree that the ten day notice provisions relating to termination under Section 14(b) and Section 14(c) of such agreement are hereby waived and hereby agree that such agreement is hereby terminated and superseded by this Agreement effective as of August 20, 2021, except for those obligations, rights and provisions that survive termination pursuant to Section 14 thereofMLV. Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company, the Operating Partnership, the Manager Company and the AgentMLV. In the event that any one or more of the provisions contained herein, or the application thereof in any circumstance, is held invalid, illegal or unenforceable as written by a court of competent jurisdiction, then such provision shall be given full force and effect to the fullest possible extent that it is valid, legal and enforceable, and the remainder of the terms and provisions herein shall be construed as if such invalid, illegal or unenforceable term or provision was not contained herein, but only to the extent that giving effect to such provision and the remainder of the terms and provisions hereof shall be in accordance with the intent of the parties as reflected in this Agreement.