Common use of Follow-On Offering Clause in Contracts

Follow-On Offering. The Company, the Operating Partnership and the Dealer Manager hereby acknowledge and agree that they previously entered into a Dealer Manager Agreement dated June 5, 2007 (the “Prior Dealer Manager Agreement”) with respect to the initial public offering of a maximum of 38,500,000 shares of Common Stock of the Company, $0.01 par value per share (the “Initial Offering”), registered with the Securities and Exchange Commission (the “Commission”) pursuant to a registration statement on Form S-11 (No. 333-113863) declared effective by the Commission on February 23, 2005, as amended (the “IPO Registration Statement”). The Initial Offering of a maximum of 38,500,000 shares of Common Stock included: (i) up to 3,500,000 shares of Common Stock offered pursuant to the Company’s Dividend Reinvestment Plan for a purchase price of $10.00 per share; and (ii) up to 35,000,000 shares of Common Stock issued and sold to the public on a “best efforts” basis through the Dealer Manager at an initial offering price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased). Pursuant to Rule 429 of the Securities Act of 1933, as amended (the “Securities Act”), the Prospectus included in the Follow-On Registration Statement (as defined in Section 2.1 below) is a combined prospectus and relates to all of the Offered Shares, including the Unsold Shares (as defined in Section 1.1 below). 1.1 The Follow-On Offering includes approximately $330,000,000 of unsold shares from the Initial Offering (the “Unsold Shares”). The Offered Shares are inclusive of the Unsold Shares, and to the extent that the Dealer Manager or any Participating Dealer sells any of the Offered Shares, including the Unsold Shares, pursuant to the Follow-On Offering, the terms and conditions of this Dealer Manager Agreement (this “Agreement”) shall govern such sales. 1.2 The Company, the Operating Partnership and the Dealer Manager jointly and severally agree that this Agreement shall fully supersede the Prior Dealer Manager Agreement with respect to the offer and sale of the Unsold Shares, and immediately upon the commencement of the Follow-On Offering, all rights and obligations of the Company, the Operating Partnership and the Dealer Manager, individually and collectively, arising from or relating to the Unsold Shares under the Prior Dealer Manager Agreement shall terminate.

Follow-On Offering. The Company, the Operating Partnership and the Dealer Manager hereby acknowledge and agree that they previously entered into a Dealer Manager Agreement dated June 5February 6, 2007 2008 (the “Prior Dealer Manager Agreement”) with respect to the initial public offering of a maximum of 38,500,000 85,000,000 shares of Common Stock of the Company, $0.01 par value per share (the “Initial Prior Offering”), registered with the Securities and Exchange Commission (the “Commission”) pursuant to a registration statement on Form S-11 (No. 333-113863146867) declared effective by the Commission on February 23July 28, 20052008, as amended (the “IPO Prior Registration Statement”). The Initial Prior Offering of a maximum of 38,500,000 85,000,000 shares of Common Stock included: (i) up to 3,500,000 10,526,315 shares of Common Stock offered pursuant to the Company’s Dividend Reinvestment Plan for a purchase price of $10.00 9.50 per share; and (ii) up to 35,000,000 75,000,000 shares of Common Stock issued and sold to the public on a “best efforts” basis through the Dealer Manager at an initial offering price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased). Pursuant to Rule 429 of the Securities Act of 1933, as amended (the “Securities Act”), the Prospectus included in the Follow-On Registration Statement (as defined in Section 2.1 below) is a combined prospectus and relates to all of the Offered Shares, including the Unsold Shares (as defined in Section 1.1 below). 1.1 The Follow-On Offering includes which are comprised entirely of approximately $330,000,000 725,000,000 of unsold shares from the Initial Prior Offering (the “Unsold Shares”). The Offered Shares are inclusive of the Unsold Shares, and to . 1.1 To the extent that the Dealer Manager or any Participating Dealer sells any of the Offered Shares, including the Unsold Shares, pursuant to the Follow-On Offering, the terms and conditions of this Dealer Manager Agreement (this “Agreement”) shall govern such sales. 1.2 The Company, the Operating Partnership and the Dealer Manager jointly and severally agree that this Agreement shall fully supersede the Prior Dealer Manager Agreement with respect to the offer and sale of the Unsold Shares, and immediately upon the commencement of the Follow-On Offering, all rights and obligations of the Company, the Operating Partnership and the Dealer Manager, individually and collectively, arising from or relating to the Unsold Shares under the Prior Dealer Manager Agreement shall terminate.

Follow-On Offering. The Company, the Operating Partnership and the Dealer Manager hereby acknowledge and agree that they previously entered into a Dealer Manager Agreement dated June 5, 2007 (the “Prior Dealer Manager Agreement”) with respect to the initial public offering of a maximum of 38,500,000 shares of Common Stock of the Company, $0.01 par value per share (the “Initial Offering”), registered with the Securities and Exchange Commission (the “Commission”) pursuant to a registration statement on Form S-11 (No. 333-113863) declared effective by the Commission on February 23, 2005, as amended (the “IPO Registration Statement”). The Initial Offering of a maximum of 38,500,000 shares of Common Stock included: (i) up to 3,500,000 shares of Common Stock offered pursuant to the Company’s Dividend Reinvestment Plan for a purchase price of $10.00 per share; and (ii) up to 35,000,000 shares of Common Stock issued and sold to the public on a “best efforts” basis through the Dealer Manager at an initial offering price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased). Pursuant to Rule 429 Rules 457 and 415(a)(b) of the Securities Act of 1933, as amended (the “Securities Act”), the Prospectus included in the Follow-On Registration Statement (as defined in Section 2.1 below) is a combined prospectus and relates to all of the Offered Shares, including the Unsold Shares (as defined in Section 1.1 below). 1.1 The Follow-On Offering includes approximately $330,000,000 of unsold shares from the Initial Offering (the “Unsold Shares”). The Offered Shares are inclusive of the Unsold Shares, and to the extent that the Dealer Manager or any Participating Dealer sells any of the Offered Shares, including the Unsold Shares, pursuant to the Follow-On Offering, the terms and conditions of this Dealer Manager Agreement (this “Agreement”) shall govern such sales. 1.2 The Company, the Operating Partnership and the Dealer Manager jointly and severally agree that this Agreement shall fully supersede the Prior Dealer Manager Agreement with respect to the offer and sale of the Unsold Shares, and immediately upon the commencement of the Follow-On Offering, all rights and obligations of the Company, the Operating Partnership and the Dealer Manager, individually and collectively, arising from or relating to the Unsold Shares under the Prior Dealer Manager Agreement shall terminate.