Common use of Entire Agreement; No Amendment Clause in Contracts

Entire Agreement; No Amendment. This Agreement, including all Exhibits, the Related Agreements and documents executed at Closing (the “Related Transaction Documents”), represents the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documents. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in the Related Transaction Documents, which alone fully express all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents may not be amended, modified or otherwise altered except by a written agreement signed by the party against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, Agreement and the Related Agreements and documents executed at Closing (the “Related Transaction Documents”), represents represent the entire agreement among each of the parties hereto Parties with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party Party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between among the parties Parties with respect to the subject matter hereof have merged in this Agreement or the Related Transaction DocumentsAgreements, which alone fully express expresses all agreements of the parties hereto Parties as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party against whom enforcement is soughtOperating Partnership and the Contributor. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after the Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive the Closing shall merge upon the Closing, but shall survive the Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, Agreement (together with the Related Agreements and documents executed at Closing (the “Related Transaction Documents”), Agreements) represents the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements with respect to the subject matter hereof shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in the Related Transaction Documentsthis Agreement, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party hereto against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, when taken with the Related Agreements and documents executed at Closing (the “Related other Transaction Documents”), represents the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in the Related Transaction Documentsthis Agreement, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party hereto against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.

Entire Agreement; No Amendment. This AgreementAgreement (and, including all Exhibitswhen executed and delivered, the Related Agreements and documents executed at Closing (the “Related Transaction Documents”), Agreements) represents the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in the Related Transaction Documentsthis Agreement, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party against whom enforcement is soughtall parties hereto. It is agreed that no No obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, Agreement and the Related Agreements and documents executed at Closing (the “Related Transaction Documents”), represents represent the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in this Agreement or the Related Transaction DocumentsAgreements, which alone together fully express all agreements of the parties hereto as to the subject matter hereof and supersedes supersede all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed approved by MacKenzie OP and the party against whom enforcement is soughtContributor Representative. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after the Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive the Closing shall merge upon the Closing, but shall survive the Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, Agreement and the Related Agreements and documents executed at Closing (the “Related Transaction Documents”), represents represent the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in this Agreement or the Related Transaction DocumentsAgreements, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party hereto against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after the Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive the Closing shall merge upon the Closing, but shall survive the Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, Agreement and the Related ------------------------------ Agreements and documents executed at Closing (the “Related Transaction Documents”), represents represent the entire agreement among each of the parties hereto with respect to the subject matter hereofhereto. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement or incorporated herein. It is further understood that that, except for the Related Agreements, any prior agreements or understandings between or among any of the parties with respect to the subject matter hereof have merged in the Related Transaction Documentsthis Agreement, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party or parties hereto against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.

Entire Agreement; No Amendment. This Agreement, including all Exhibits, when taken with the Related Agreements and documents executed at Closing (the “Related other Transaction Documents”), represents the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related Transaction Documentsthis Agreement. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in the Related Transaction Documentsthis Agreement, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party hereto against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.. 8.11

Entire Agreement; No Amendment. This Agreement, including all Exhibits, collectively with the Related Agreements and documents executed at Closing (the “Related other Transaction Documents”), represents the entire agreement among each of the parties hereto with respect to the subject matter hereof. It is expressly understood that no representations, warranties, guarantees or other statements shall be valid or binding upon a party unless expressly set forth in the Related a Transaction DocumentsDocument. It is further understood that any prior agreements or understandings between the parties with respect to the subject matter hereof have merged in this Agreement and the Related other Transaction DocumentsDocument, which alone fully express expresses all agreements of the parties hereto as to the subject matter hereof and supersedes all such prior agreements and understandings. The Related Transaction Documents This Agreement may not be amended, modified or otherwise altered except by a written agreement signed by the party hereto against whom enforcement is sought. It is agreed that no obligation under the Related Transaction Documents this Agreement which by its terms is to be performed or continue to be performed after Closing and no provision of the Related Transaction Documents this Agreement which is expressly to survive Closing shall merge upon Closing, but shall survive Closing.