Common use of Immediate Vesting Clause in Contracts

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change of Control” of CPA®:17 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 representing 25% or more of either (A) the combined voting power of CPA: 17’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 (in either such case other than as a result of acquisition of securities directly from CPA: 17); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 shall approve (A) any consolidation or merger of CPA: 17 or any subsidiary where the stockholders of CPA: 17, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Advisory Agreement for any reason other than a termination for Cause under paragraph 17 of the Advisory Agreement or upon a “"Change of Control” " of CPA®:17 CPA(R):16 - Global (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AAgreement, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Company's Board of Directors (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Company's Board of Directors (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the BoardBoard of Directors, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall shall, for purposes of this Agreement, be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Advisory Agreement for any reason other than a termination for Cause under paragraph 17 of the Advisory Agreement or upon a “"Change of Control” " of CPA®:17 CPA(R):15 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AAgreement, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Company's Board of Directors (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Company's Board of Directors (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the BoardBoard of Directors, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall shall, for purposes of this Agreement, be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 16 or upon a “Change of Control” of CPA®:17 :16 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 16 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 16 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 16 is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 1716, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 16 or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 16 representing 25% or more of either (A) the combined voting power of CPA: 1716’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 16 (in either such case other than as a result of acquisition of securities directly from CPA: 1716); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 16 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 16 shall approve (A) any consolidation or merger of CPA: 17 16 or any subsidiary where the stockholders of CPA: 1716, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 16 or (C) any plan or proposal for the liquidation or dissolution of CPA: 1716. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 16 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration or termination of the Agreement for any reason other than a termination for Cause under paragraph Section 17 of the Agreement or upon a “Change of Control” of CPA®:17 CWI (as defined below), all Shares granted to the Advisor hereunder pursuant to Section 9(g) of the Agreement shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 CWI shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 CWI of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 CWI is then subject to such reporting requirements; provided, however, that, without limitation, a “Change of Control Control” shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17CWI, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 CWI or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 CWI representing 2525 % or more of either (A) the combined voting power of CPA: 17CWI’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the Shares then outstanding common stock of CPA: 17 (in either such case other than as a result of acquisition of securities directly from CPA: 17CWI); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 CWI subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 CWI shall approve (A) any consolidation or merger of CPA: 17 CWI or any subsidiary where the stockholders of CPA: 17CWI, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 5050 % or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 CWI or (C) any plan or proposal for the liquidation or dissolution of CPA: 17CWI. Notwithstanding the foregoing, a “Change of Control” Control shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 CWI which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” Control shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 16 or upon a “Change of Control” of CPA®:17 :18 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AB, a “Change of Control” of CPA: 17 18 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 18 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 18 is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 1718, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 18 or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 18 representing 25% or more of either (A) the combined voting power of CPA: 1718’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 18 (in either such case other than as a result of acquisition of securities directly from CPA: 1718); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 18 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 18 shall approve (A) any consolidation or merger of CPA: 17 18 or any subsidiary where the stockholders of CPA: 1718, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 18 or (C) any plan or proposal for the liquidation or dissolution of CPA: 1718. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 18 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):16 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”"EXCHANGE ACT"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“Voting Securities”"VOTING SECURITIES") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”"INCUMBENT DIRECTORS") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).stockholders

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 16 or upon a “Change of Control” of CPA®:17 :18 (as defined below), all Shares granted to the Advisor Manager hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 18 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 18 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 18 is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 1718, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 18 or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 18 representing 25% or more of either (A) the combined voting power of CPA: 1718’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 18 (in either such case other than as a result of acquisition of securities directly from CPA: 1718); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 18 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 18 shall approve (A) any consolidation or merger of CPA: 17 18 or any subsidiary where the stockholders of CPA: 1718, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 18 or (C) any plan or proposal for the liquidation or dissolution of CPA: 1718. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 18 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration or termination of the Agreement for any reason other than a termination for Cause under paragraph Section 17 of the Agreement or upon a “"Change of Control” " of CPA®:17 CWI 2 (as defined below), all Shares granted to the Advisor hereunder pursuant to Section 9(g) of the Agreement shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 CWI 2 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 CWI 2 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 CWI 2 is then subject to such reporting requirements; provided, however, that, without limitation, a "Change of Control Control" shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17CWI 2, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 CWI 2 or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 CWI 2 representing 2525 % or more of either (A) the combined voting power of CPA: 17’s CWI 2's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the Shares then outstanding common stock of CPA: 17 (in either such case other than as a result of acquisition of securities directly from CPA: 17CWI 2); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 CWI 2 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 CWI 2 shall approve (A) any consolidation or merger of CPA: 17 CWI 2 or any subsidiary where the stockholders of CPA: 17CWI 2, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 5050 % or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 CWI 2 or (C) any plan or proposal for the liquidation or dissolution of CPA: 17CWI 2. Notwithstanding the foregoing, a “Change of Control” Control shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 CWI 2 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” Control shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):15 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”"EXCHANGE ACT"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“Voting Securities”"VOTING SECURITIES") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”"INCUMBENT DIRECTORS") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i)Company.

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):16 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Schedule A-1 Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):15 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Advisory Agreement for any reason other than a termination for Cause under paragraph 17 of the Advisory Agreement or upon a “"Change of Control” " of CPA®:17 CPA(R):I (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AAgreement, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Company's Board of Directors (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Company's Board of Directors (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the BoardBoard of Directors, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall shall, for purposes of this Agreement, be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change of Control” of CPA®:17 CPA(R):15 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17the Company’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).or

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change of Control” of CPA®:17 CPA(R):16 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17the Company’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):14 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).or

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change of Control” of CPA®:17 CWI (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 CWI shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 CWI of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 CWI is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17CWI, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 CWI or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 CWI representing 25% or more of either (A) the combined voting power of CPA: 17CWI’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 (in CWI(in either such case other than as a result of acquisition of securities directly from CPA: 17CWI); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 CWI subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 CWI shall approve (A) any consolidation or merger of CPA: 17 CWI or any subsidiary where the stockholders of CPA: 17CWI, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 CWI or (C) any plan or proposal for the liquidation or dissolution of CPA: 17CWI. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 CWI which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Advisory Agreement for any reason other than a termination for Cause under paragraph 17 of the Advisory Agreement or upon a “"Change of Control” " of CPA®:17 CPA(R):14 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AAgreement, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange "Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” ", as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Company's Board of Directors (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Company's Board of Directors (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the BoardBoard of Directors, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall shall, for purposes of this Agreement, be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (Ax) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, outstanding or (By) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (Ax) or (By) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Advisory Agreement for any reason other than a termination for Cause under paragraph 17 of the Advisory Agreement or upon a “"Change of Control” " of CPA®:17 CPA(R):16 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AAgreement, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Company's Board of Directors (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Company's Board of Directors (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the BoardBoard of Directors, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall shall, for purposes of this Agreement, be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change "CHANGE OF CONTROL" of Control” of CPA®:17 CPA(R):14 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”"EXCHANGE ACT"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“Voting Securities”"VOTING SECURITIES") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”"INCUMBENT DIRECTORS") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i)Company.

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):15 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i)Company.

Immediate Vesting. Upon the expiration of the Advisory Agreement for any reason other than a termination for Cause under paragraph 17 of the Advisory Agreement or upon a “"Change of Control” " of CPA®:17 CPA(R):12 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AAgreement, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange "Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” ", as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 12b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Company's Board of Directors (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Company's Board of Directors (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the BoardBoard of Directors, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall shall, for purposes of this Agreement, be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “"Change of Control” " shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares Share of Common Stock outstanding, increases (Ax) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, outstanding or (By) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (Ax) or (By) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “"Change of Control” " shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change of Control” of CPA®:17 CPA(R):14 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17the Company’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i)Company.

Immediate Vesting. Upon the expiration or termination of the Agreement for any reason other than a termination for Cause under paragraph Section 17 of the Agreement or upon a “"Change of Control” " of CPA®:17 CWI 1 (as defined below), all Shares granted to the Advisor hereunder pursuant to Section 9(g) of the Agreement shall vest immediately and all restrictions shall lapse. For purposes of this Schedule AB, a “"Change of Control” " of CPA: 17 CWI 1 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 CWI 1 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 CWI 1 is then subject to such reporting requirements; provided, however, that, without limitation, a "Change of Control Control" shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17CWI 1, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 CWI 1 or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 CWI 1 representing 2525 % or more of either (A) the combined voting power of CPA: 17CWI 1’s then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the Shares then outstanding common stock of CPA: 17 (in either such case other than as a result of acquisition of securities directly from CPA: 17CWI 1); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 CWI 1 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 CWI 1 shall approve (A) any consolidation or merger of CPA: 17 CWI 1 or any subsidiary where the stockholders of CPA: 17CWI 1, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 5050 % or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 CWI 1 or (C) any plan or proposal for the liquidation or dissolution of CPA: 17CWI 1. Notwithstanding the foregoing, a “Change of Control” Control shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 CWI 1 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” Control shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change "CHANGE OF CONTROL" of Control” of CPA®:17 CPA(R):14 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i)Company.

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “"Change of Control” " of CPA®:17 CPA(R):16 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “"Change of Control” " of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “"Exchange Act”"), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “"person,” " as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “"affiliates” " and “"associates” " (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “"beneficial owner” " (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17’s the Company's then outstanding securities having the right to vote in an election of the Board (“"Voting Securities”") or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “"Incumbent Directors”") cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 or (C) any plan or proposal for the liquidation or dissolution of CPA: 17. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).stockholders

Immediate Vesting. Upon the expiration or termination of the Agreement for any reason other than a termination for Cause under paragraph Section 17 of the Agreement or upon a “Change of Control” of CPA®:17 CWI 2 (as defined below), all Shares granted to the Advisor hereunder pursuant to Section 9(g) of the Agreement shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 CWI 2 shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 CWI 2 of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 CWI 2 is then subject to such reporting requirements; provided, however, that, without limitation, a “Change of Control Control” shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17CWI 2, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 CWI 2 or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 CWI 2 representing 2525 % or more of either (A) the combined voting power of CPA: 17CWI 2’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the Shares then outstanding common stock of CPA: 17 (in either such case other than as a result of acquisition of securities directly from CPA: 17CWI 2); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 CWI 2 subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 CWI 2 shall approve (A) any consolidation or merger of CPA: 17 CWI 2 or any subsidiary where the stockholders of CPA: 17CWI 2, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 5050 % or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 CWI 2 or (C) any plan or proposal for the liquidation or dissolution of CPA: 17CWI 2. Notwithstanding the foregoing, a “Change of Control” Control shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 CWI 2 which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” Control shall be deemed to have occurred for purposes of the foregoing clause (i).

Immediate Vesting. Upon the expiration of the Agreement for any reason other than a termination for Cause under paragraph 17 or upon a “Change of Control” of CPA®:17 CPA(R):14 (as defined below), all Shares granted to the Advisor hereunder shall vest immediately and all restrictions shall lapse. For purposes of this Schedule A, a “Change of Control” of CPA: 17 the Company shall be deemed to have occurred if there has been a change in the ownership of CPA: 17 the Company of a nature that would be required to be reported in response to the disclosure requirements of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as enacted and in force on the date hereof, whether or not CPA: 17 the Company is then subject to such reporting requirements; provided, however, that, without limitation, a Change of Control shall be deemed to have occurred if: (i) any “person,” as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than CPA: 17the Company, any of its subsidiaries, any trustee, fiduciary or other person or entity holding securities under any employee benefit plan of CPA: 17 the Company or any of its subsidiaries), together with all “affiliates” and “associates” (as such terms are defined in Rule 14b-2 under the Exchange Act) of such person, shall become the “beneficial owner” (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of CPA: 17 the Company representing 25% or more of either (A) the combined voting power of CPA: 17the Company’s then outstanding securities having the right to vote in an election of the Board (“Voting Securities”) or (B) the then outstanding common stock of CPA: 17 the Company (in either such case other than as a result of acquisition of securities directly from CPA: 17the Company); (ii) persons who, as of the date hereof, constitute the Board (the “Incumbent Directors”) cease for any reason, including without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board, provided that any person becoming a director of CPA: 17 the Company subsequent to the date hereof whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors shall be considered an Incumbent Director; or (iii) the stockholders of CPA: 17 the Company shall approve (A) any consolidation or merger of CPA: 17 the Company or any subsidiary where the stockholders of CPA: 17the Company, immediately prior to the consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, shares representing in the aggregate 50% or more of the voting equity of the entity issuing cash or securities in the consolidation or merger (or of its ultimate parent entity, if any), (B) any sale, lease, exchange or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan) of all or substantially all of the assets of CPA: 17 the Company or (C) any plan or proposal for the liquidation or dissolution of CPA: 17the Company. Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by CPA: 17 the Company which, by reducing the number of Shares of Common Stock outstanding, increases (A) the proportionate number of Shares beneficially owned by any person to 25% or more of the Shares then outstanding, or (B) the proportionate voting power represented by the Shares beneficially owned by any person to 25% or more of the combined voting power of all then outstanding voting Securities; provided, however, that if any person referred to in clause (A) or (B) of this sentence shall thereafter become the beneficial owner of any additional Shares or other Voting Securities (other than pursuant to a Share split, Share dividend, or similar transaction), then a “Change of Control” shall be deemed to have occurred for purposes of the foregoing clause (i).or