Common use of Investment Allocation Clause in Contracts

Investment Allocation. (a) If any ARC Fund Advisor determines that one or more proposed property acquisition is appropriate for its ARC Fund, and assuming each ARC Fund has sufficient capital to support such acquisition, such proposed property acquisition shall be submitted to the board of directors of each ARC Fund for a vote on whether to pursue such proposed property acquisition. If the board of directors of more than one ARC Fund approves to pursue such proposed property acquisition, the acquisition of such properties shall be allocated as set forth immediately below. For purposes of illustration only, assuming ARCT III and ARC DNAV elect to pursue the proposed property acquisition in accordance with this Section, and the last property acquired by ARC DNAV closed on July 1, 2011, and by ARCT III closed on June 1, 2011, (i) if one property is available, ARC III shall be entitled to purchase such property, (ii) if two properties are available, ARC DNAV and ARCT III shall each be able to purchase one property, and (iii) if three or more properties are available, ARC III shall be entitled to purchase two properties and ARC DNAV shall purchase the other property. Assuming further that ARC DNAV and ARCT III each last purchased a property on May 1, 2011, the ARC Fund with the smallest property portfolio based on gross purchase price shall be entitled to purchase the property. The decision with respect to the specific properties to be acquired by each ARC Fund shall be agreed upon by the ARC Fund Advisors of such ARC Funds. (b) If any ARC Fund that elects to pursue the proposed property acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire all such proposed properties, the acquisition of such properties shall be allocated as follows: (i) if the ARC Funds pursuing such proposed property acquisitions is greater than the number of properties available, in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time or (ii) if the number of proposed property acquisitions is equal to or greater than the number of ARC Funds pursuing such acquisitions and (A) the number of properties being acquired is divisible by the number of ARC Funds participating in such acquisitions to a whole number, equally among all such ARC Funds or (B) the number of properties being acquired is not divisible by the number of ARC Funds participating in such acquisitions to a whole number, first equally among all such ARC Funds to the extent possible, and then in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time. (c) If any ARC Fund that elects to pursue the proposed property acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire some, but not all, the properties allocated to it pursuant to Section 1.1(b), the ARC Fund with sufficient capital shall be entitled to purchase the remaining properties. (d) The decision with respect to the specific properties to be acquired by each ARC Fund pursuant to this Section 1.1 shall be agreed upon by the ARC Fund Advisors of such ARC Funds. With respect to any allocation of properties pursuant to this Section 1.1 based on the chronological order starting with the ARC Fund that has not acquired a property for the longest period of time, if the ARC Funds last acquired a property on the same date, the allocation of such properties shall be to the ARC Fund with the smallest property portfolio based on gross purchase price.

Investment Allocation. (a) If The parties hereto agree that, during the term of this Agreement, (1) until such time as ARCT IV has substantially completed its property acquisitions (subject to the concentration exception described in this paragraph of Section 1.1(a)), ARCT IV shall have priority over any other ARC Fund to Proposed Property Acquisitions, except as may otherwise be agreed upon between the board of directors of the ARC Funds, and (2) after such time as ARCT IV has substantially completed its property acquisitions, if any ARC Fund Advisor determines that one or more proposed property acquisition Proposed Property Acquisition is appropriate for its ARC Fund, and assuming each ARC Fund has sufficient capital to support such acquisitionProposed Property Acquisition, such proposed property acquisition Proposed Property Acquisition shall be submitted to the board of directors of each ARC Fund for a vote on whether to pursue such proposed property acquisitionProposed Property Acquisition. If the board of directors of more than one ARC Fund approves to pursue such proposed property acquisitionProposed Property Acquisition, the acquisition of such properties shall be allocated as set forth immediately below. Notwithstanding the foregoing, any priority to Proposed Property Acquisitions allocated to ARCT IV hereby will be lifted in cases in which a proposed acquisition would overly concentrate ARCT IV in a particular industry, geographical region or tenant. For purposes of illustration only, assuming ARCT III ARCP and ARC DNAV elect to pursue the proposed property acquisition Proposed Property Acquisition in accordance with this Section, and the last property acquired by ARC DNAV closed on July 1, 20112013, and by ARCT III ARCP closed on June 1, 20112013, (i) if one property is available, ARC III ARCP shall be entitled to purchase such property, (ii) if two properties are available, ARC DNAV and ARCT III ARCP shall each be able to purchase one property, and (iii) if three or more properties are available, ARC III ARCP shall be entitled to purchase two properties and ARC DNAV shall purchase the other property. Assuming further that ARC DNAV and ARCT III ARCP each last purchased a property on May 1, 20112013, the ARC Fund with the smallest property portfolio based on gross purchase price shall be entitled to purchase the property. The decision with respect to the specific properties to be acquired by each ARC Fund shall be agreed upon by the ARC Fund Advisors of such ARC Funds. (b) If any ARC Fund that elects to pursue the proposed property acquisitions Proposed Property Acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire all such proposed properties, the acquisition of such properties shall be allocated as follows: : (i) if the ARC Funds pursuing such proposed property acquisitions Proposed Property Acquisitions is greater than the number of properties available, in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time or (ii) if the number of proposed property acquisitions Proposed Property Acquisitions is equal to or greater than the number of ARC Funds pursuing such acquisitions and (A) the number of properties being acquired is divisible by the number of ARC Funds participating in such acquisitions to a whole number, equally among all such ARC Funds or (B) the number of properties being acquired is not divisible by the number of ARC Funds participating in such acquisitions to a whole number, first equally among all such ARC Funds to the extent possible, and then in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time. (c) If any ARC Fund that elects to pursue the proposed property acquisitions Proposed Property Acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire some, but not all, the properties allocated to it pursuant to Section 1.1(b), the ARC Fund with sufficient capital shall be entitled to purchase the remaining properties. (d) The decision with respect to the specific properties to be acquired by each ARC Fund pursuant to this Section 1.1 shall be agreed upon by the ARC Fund Advisors of such ARC Funds. With respect to any allocation of properties pursuant to this Section 1.1 based on the chronological order starting with the ARC Fund that has not acquired a property for the longest period of time, if the ARC Funds last acquired a property on the same date, the allocation of such properties Proposed Property Acquisitions shall be to the ARC Fund with the smallest property portfolio based on gross purchase price.

Investment Allocation. (a) If The parties hereto agree that, during the term of this Agreement, (1) until such time as ARC HT has substantially completed its property acquisitions (subject to the concentration exception described in this paragraph of Section 1.1(a)), ARC HT shall have priority over any other ARC Fund to Proposed Property Acquisitions, except as may otherwise be agreed upon between the board of directors of the ARC Funds, and (2) after such time as ARC HT has substantially completed its property acquisitions, if any ARC Fund Advisor determines that one or more proposed property acquisition Proposed Property Acquisition is appropriate for its ARC Fund, and assuming each ARC Fund has sufficient capital to support such acquisitionProposed Property Acquisition, such proposed property acquisition Proposed Property Acquisition shall be submitted to the board of directors of each ARC Fund for a vote on whether to pursue such proposed property acquisitionProposed Property Acquisition. If the board of directors of more than one ARC Fund approves to pursue such proposed property acquisitionProposed Property Acquisition, the acquisition of such properties shall be allocated as set forth immediately below. Notwithstanding the foregoing, any priority to Proposed Property Acquisitions allocated to ARC HT hereby will be lifted in cases in which a proposed acquisition would overly concentrate ARC HT in a particular industry, geographical region or tenant. For purposes of illustration only, assuming ARCT III ARC HT and ARC DNAV XX XX elect to pursue the proposed property acquisition Proposed Property Acquisition in accordance with this Section, and the last property acquired by ARC DNAV HT closed on July 1, 20112013, and by ARCT III ARC XX XX closed on June 1, 20112013, (i) if one property is available, ARC III XX XX shall be entitled to purchase such property, (ii) if two properties are available, ARC DNAV HT and ARCT III ARC XX XX shall each be able to purchase one property, and (iii) if three or more properties are available, ARC III XX XX shall be entitled to purchase two properties and ARC DNAV HT shall purchase the other property. Assuming further that ARC DNAV HT and ARCT III ARC XX XX each last purchased a property on May 1, 20112013, the ARC Fund with the smallest property portfolio based on gross purchase price shall be entitled to purchase the property. The decision with respect to the specific properties to be acquired by each ARC Fund shall be agreed upon by the ARC Fund Advisors of such ARC Funds. (b) If any ARC Fund that elects to pursue the proposed property acquisitions Proposed Property Acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire all such proposed properties, the acquisition of such properties shall be allocated as follows: : (i) if the ARC Funds pursuing such proposed property acquisitions Proposed Property Acquisitions is greater than the number of properties available, in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time or (ii) if the number of proposed property acquisitions Proposed Property Acquisitions is equal to or greater than the number of ARC Funds pursuing such acquisitions and (A) the number of properties being acquired is divisible by the number of ARC Funds participating in such acquisitions to a whole number, equally among all such ARC Funds or (B) the number of properties being acquired is not divisible by the number of ARC Funds participating in such acquisitions to a whole number, first equally among all such ARC Funds to the extent possible, and then in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time. (c) If any ARC Fund that elects to pursue the proposed property acquisitions Proposed Property Acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire some, but not all, the properties allocated to it pursuant to Section 1.1(b), the ARC Fund with sufficient capital shall be entitled to purchase the remaining properties. (d) The decision with respect to the specific properties to be acquired by each ARC Fund pursuant to this Section 1.1 shall be agreed upon by the ARC Fund Advisors of such ARC Funds. With respect to any allocation of properties pursuant to this Section 1.1 based on the chronological order starting with the ARC Fund that has not acquired a property for the longest period of time, if the ARC Funds last acquired a property on the same date, the allocation of such properties Proposed Property Acquisitions shall be to the ARC Fund with the smallest property portfolio based on gross purchase price.

Investment Allocation. (a) If The parties hereto agree that, during the term of this Agreement: (i) In accordance with Section 8.4 of the PE-ARC Sub-advisory Agreement, until such time as PE-ARC has substantially invested or committed to investment all of the equity raised by PE-ARC during the Offering Period, PE-ARC shall have the right of first refusal to acquire any Investment before PE-ARC II may pursue the acquisition of any such Investment, except as may otherwise be agreed upon in writing by the boards of directors of each of the Funds. All of the equity raised by PE-ARC during the Offering Period will be deemed to have been substantially invested or committed to investment when, in the aggregate, the net equity raised by PE-ARC during the Offering Period has (1) been utilized by PE-ARC to acquire real estate and/or real estate-related assets and, (2) to the extent any remaining equity has not been utilized by PE-ARC to acquire real estate and/or real estate-related assets, such remaining equity has been allocated by PE-ARC and the PE-ARC Sub-advisor for the purposes of funding the acquisition of additional real estate and/or real estate-related assets for which PE-ARC, the PE-ARC Sub-advisor or one of their affiliates has executed purchase and sale agreements and/or letters of intent for the purposes of acquiring any such assets; and (ii) After such time as PE-ARC has substantially invested or committed to investment all of the equity raised by PE-ARC during the Offering Period, if either Fund Advisor Sub-advisor determines that one or more proposed property an Investment is an appropriate acquisition is appropriate for its ARC Fund, and assuming each ARC the Fund has sufficient capital to support such acquisitionfor which it serves as sub-advisor, such proposed property acquisition Investment shall be submitted for approval to the board of directors of the Fund that less recently received allocation of an Investment pursuant to the terms of this Agreement. Such allocations will be made on a rotational basis based upon the date upon which a purchase and sale agreement for each ARC Investment was executed by either of the Fund for a vote on whether to pursue such proposed property acquisitionSub-advisors or their affiliates. If the board of directors of more than one ARC the Fund approves to pursue which such proposed property acquisitionInvestment is first submitted for approval determines to forego the opportunity to acquire such Investment, then such Investment shall be submitted to the acquisition other Fund’s board of such properties directors for its approval. If both Funds last received the allocation of Investments the purchase and sale agreements for which were executed on the same date, any subsequent Investment shall be allocated as set forth immediately below. For purposes of illustration only, assuming ARCT III and ARC DNAV elect to pursue the proposed property acquisition in accordance with this Section, and the last property acquired by ARC DNAV closed on July 1, 2011, and by ARCT III closed on June 1, 2011, (i) if one property is available, ARC III shall be entitled to purchase such property, (ii) if two properties are available, ARC DNAV and ARCT III shall each be able to purchase one property, and (iii) if three or more properties are available, ARC III shall be entitled to purchase two properties and ARC DNAV shall purchase the other property. Assuming further that ARC DNAV and ARCT III each last purchased a property on May 1, 2011, the ARC Fund with the smallest property portfolio based on gross of real estate assets (as measured by aggregate purchase price shall price) at the time the purchase and sale agreement for such subsequent Investment is executed. Notwithstanding the foregoing, if a Fund Sub-advisor, within its discretion as a fiduciary of the respective Fund for which it serves as sub-advisor, determines that the Fund for which it serves as sub-advisor does not have sufficient capital to acquire a certain Investment or that the acquisition of a certain Investment would result in an undesired level of concentration of properties in the Fund’s portfolio (including, but not limited to, concentration by geographical location, concentration of grocery-anchor tenant, or concentration of properties the acquisition of which requires the assumption of existing debt), then such Investment may be entitled to purchase the property. The decision with respect allocated to the specific properties other Fund and submitted directly to be acquired by each ARC Fund shall be agreed upon by its board of directors without following the ARC Fund Advisors of such ARC Fundsprocedures set forth in this Section 1.1(a)(ii). (b) If any ARC Fund that elects to pursue the proposed property acquisitions a Portfolio Investment in accordance with Section 1.1(a) ), but has insufficient capital to acquire all of such Portfolio Investment, such Portfolio Investment shall be submitted in its entirety to the board of directors of the other Fund without following the procedures set forth in Section 1.1(a)(ii). If neither Fund has sufficient capital to acquire all such proposed propertiesPortfolio Investment in its entirety, then the Fund Sub-advisors shall agree to divide the individual Investments that constitute such Portfolio Investment in an equitable manner and present the plan for the equitable division of the individual Investments and such individual Investments allocated to each Fund to the boards of directors of both Funds. It is within the discretion of the board of directors of each Fund to approve the plan for the equitable division of the individual Investments and the acquisition of each individual Investment. To the extent that the board of directors of either Fund does not approve the plan for the equitable division of the individual Investments, the boards of directors of both Funds shall negotiate with each other directly in establishing an alternative plan for the equitable division of the individual Investments. To the extent that the boards of directors of both Funds approve the plan for the equitable division of the individual Investments but the board of directors of either Fund foregoes the opportunity to acquire any individual Investment, such properties individual Investment shall be allocated as follows: (i) if the ARC Funds pursuing such proposed property acquisitions is greater than the number of properties available, in chronological order starting with the ARC Fund that has not acquired a property for the longest period of time or (ii) if the number of proposed property acquisitions is equal to or greater than the number of ARC Funds pursuing such acquisitions and (A) the number of properties being acquired is divisible by the number of ARC Funds participating in such acquisitions to a whole number, equally among all such ARC Funds or (B) the number of properties being acquired is not divisible by the number of ARC Funds participating in such acquisitions to a whole number, first equally among all such ARC Funds presented to the extent possible, and then in chronological order starting with board of directors of the ARC Fund that has not acquired a property for the longest period of timeother Fund. (c) If any ARC Fund that elects to pursue the proposed property acquisitions in accordance with Section 1.1(a) has sufficient capital to acquire some, but not all, the properties allocated to it pursuant to Section 1.1(b), the ARC Fund with sufficient capital shall be entitled to purchase the remaining properties. (d) The decision with respect to the specific properties to be acquired by each ARC Fund pursuant to this Section 1.1 shall be agreed upon by the ARC Fund Advisors of such ARC Funds. With respect to any allocation of properties pursuant to this Section 1.1 based on the chronological order starting with the ARC Fund that has not acquired a property for the longest period of time, if the ARC Funds last acquired a property on the same date, the allocation of such properties shall be to the ARC Fund with the smallest property portfolio based on gross purchase price.