Common use of ISSUER REGISTRATION STATEMENT Clause in Contracts

ISSUER REGISTRATION STATEMENT. Subject to Section 2.2 hereof, following the date on which the Company becomes eligible to use a registration statement on Form S-3 for the registration of securities under the Securities Act, the Company shall file with the Commission a registration statement and related prospectus (the “Registration Statement”) that comply as to form in all material respects with applicable Commission rules providing for the registration of the issuance of the Registrable Securities to such Holders upon redemption of OP Units held by such Holders and the subsequent resale of such Registrable Securities by such Holders. The Company agrees (subject to Section 2.2 hereof) to use commercially reasonable efforts to cause the Registration Statement, if filed, to be declared effective by the Commission as soon as practicable after the filing thereof. Subject to Section 2.2 hereof, the Company agrees to use commercially reasonable efforts to keep the Registration Statement continuously effective (including the preparation and filing of any amendments and supplements necessary for that purpose) until the earlier of (i) the date that is three years after the date of effectiveness of such Registration Statement, (ii) the date on which all of the Registrable Securities covered by such Registration Statement are eligible for sale without registration pursuant to Rule 144 (or any successor provision) under the Securities Act without volume limitations or other restrictions on transfer thereunder, or (iii) the date on which the Holder or Holders consummate the sale of all of the Registrable Securities registered under such Registration Statement. In the event that the Registrable Securities are issued to any Holder (other than an “affiliate,” as defined by Rule 144 under the Securities Act, of the Company) by the Company pursuant to the Registration Statement, the Company shall be deemed to have satisfied all of its registration obligations under this Agreement in respect of such Registrable Securities.

ISSUER REGISTRATION STATEMENT. Subject The Company shall use commercially reasonable efforts, during the period beginning 15 days prior to Section 2.2 hereof, following the date on which the Company becomes eligible Holders are first permitted to use a registration statement on Form S-3 for redeem their Class A Units pursuant to the registration of securities under the Securities ActPartnership Agreement and ending 15 days thereafter, the Company shall file to cause to be filed with the Commission a registration statement and related prospectus (the an “Issuer Registration Statement”) that comply complies as to form in all material respects with applicable Commission rules providing for the registration of the issuance of the Registrable Securities to such Holders upon redemption of OP Units held by such Holders Redemption Shares, and the subsequent resale of such Registrable Securities by such Holders. The Company agrees (subject to Section 2.2 hereof) to use commercially reasonable best efforts to cause the Issuer Registration Statement, if filed, Statement and related prospectus to be declared and remain effective by the Commission as soon as practicable after practicable; provided if the Company, in its good faith judgment, determines that any registration should not be made or continued because the negotiation or consummation of a material transaction by the Company or its subsidiaries is pending or an event has occurred, which negotiation, consummation or event would require additional disclosure by the Company in the Issuer Registration Statement of material information which the Company has a bona fide business purpose for keeping confidential and the non-disclosure of which in the Registration Statement would be expected, in the Company’s reasonable determination, to cause the Registration Statement to fail to comply with applicable disclosure requirements (each such circumstance a “Suspension Event”), the Company may postpone the filing of an Issuer Registration Statement or suspend the effectiveness thereof. Subject to Section 2.2 hereof, the The Company agrees to use commercially reasonable efforts to keep the Issuer Registration Statement continuously effective (including the preparation and filing of any amendments and supplements necessary for that purpose) until such time as the earlier of Holders no longer own any Redemption Shares. When the Redemption Shares are issued to the Holders pursuant to an Issuer Registration Statement, subject to the foregoing provisos, the Company shall: (a) promptly notify the Holders: (i) when the date that is three years after the date of effectiveness of such Issuer Registration Statement, any pre-effective amendment, the prospectus or any prospectus supplement related thereto or post-effective amendment to the Issuer Registration Statement has been filed, and, with respect to the Issuer Registration Statement or any post-effective amendment, when the same has become effective, (ii) of the date issuance by the Commission of any stop order suspending the effectiveness of the Issuer Registration Statement or the initiation or threat of any proceedings for that purpose, and (iii) of the receipt by the Company of any notification with respect to the suspension of the qualification of any Redemption Shares for sale under the securities or “blue sky” laws of any jurisdiction or the initiation of any proceeding for such purpose; (b) promptly use commercially reasonable efforts to prevent the issuance of any order suspending the effectiveness of the Issuer Registration Statement, and, if any such order suspending the effectiveness of the Issuer Registration Statement is issued, shall promptly use commercially reasonable efforts to obtain the withdrawal of such order at the earliest possible moment; and (c) use reasonable best efforts to cause all such Redemption Shares to be listed on the national securities exchange on which the Common Shares are then listed, if the listing of Redemption Shares is then permitted under the rules of such national securities exchange; provided, that, all of the Registrable Securities covered by such applicable listing requirements are satisfied. As used herein, “Registration Statement are eligible for sale without Statement” and “Prospectus” refer to a registration statement and related prospectus (including any preliminary prospectus) filed pursuant to Rule 144 (or any successor provision) under the Securities Act without volume limitations or other restrictions on transfer thereunder, or (iii) the date on which the Holder or Holders consummate the sale of all of the Registrable Securities registered under such Registration Statement. In the event that the Registrable Securities are issued to any Holder (other than an “affiliate,” as defined by Rule 144 under the Securities Act, of the Company) utilized by the Company to satisfy a Designated Holder’s Registration Rights pursuant to the this Agreement, including, but not limited to, an Issuer Registration Statement, the Company shall be deemed to have satisfied all of its registration obligations under this Agreement in respect of such Registrable SecuritiesStatement and related prospectus (including any preliminary prospectus) and any documents incorporated therein by reference.

ISSUER REGISTRATION STATEMENT. Subject The Company shall use commercially reasonable efforts to, during the period beginning fifteen (15) days prior to Section 2.2 hereof, following the date on which the Company becomes eligible Holder is first permitted to use redeem the Units pursuant to the Partnership Agreement and ending fifteen (15) days thereafter, cause to be filed with the Securities and Exchange Commission (the "COMMISSION") a registration statement on Form S-3 for the registration of securities under the Securities Act, the Company shall file with the Commission a registration statement and related prospectus (the “Registration Statement”an "ISSUER REGISTRATION STATEMENT") that comply complies as to form in all material respects with applicable Commission rules providing for the registration of the issuance of Redemption Shares to be issued to the Registrable Securities to such Holders upon redemption of OP Units held by such Holders and the subsequent resale of such Registrable Securities by such HoldersHolder. The Company agrees (subject to Section 2.2 hereof) to shall use commercially reasonable efforts to cause the Issuer Registration Statement, if filed, Statement to be declared effective by the Commission as soon as practicable after following the filing thereof; PROVIDED, that the Company shall be entitled to postpone the filing, or the effectiveness, of the Issuer Registration Statement if (i) the Company is actively pursuing an underwritten primary offering of equity securities, or (ii) the negotiation or consummation of a transaction by the Company or its subsidiaries is pending or an event has occurred, which negotiation, consummation or event would require additional disclosure by the Company in the Issuer Registration Statement of material information which the Company has a BONA FIDE business purpose for keeping confidential and the non-disclosure of which in the Issuer Registration Statement would be expected, in the Company's reasonable determination, to cause the Issuer Registration Statement to fail to comply with applicable disclosure requirements (each such circumstance a "SUSPENSION EVENT"); PROVIDED, HOWEVER, that the Company may not delay the filing, or the effectiveness, of the Issuer Registration Statement for more than sixty (60) days. Subject to Section 2.2 hereof, the The Company agrees to use commercially reasonable efforts to keep the such Issuer Registration Statement continuously effective (including the preparation and filing of any amendments and supplements necessary for that purpose) until the earlier of (i) the date that is three years after the date of effectiveness of such Registration Statement, (ii) the date on which all of the Registrable Securities covered by such Registration Statement are eligible for sale without registration pursuant to Rule 144 (or any successor provision) under the Securities Act without volume limitations or other restrictions on transfer thereunder, or (iii) the date on which time as the Holder or Holders consummate no longer owns any Units. Anything contained herein to the sale of all of the Registrable Securities registered under such Registration Statement. In contrary notwithstanding, in the event that the Registrable Securities Redemption Shares are issued to any Holder (other than an “affiliate,” as defined by Rule 144 under the Securities Act, of the Company) by the Company to the Holder pursuant to the an Issuer Registration Statement, the Company shall be deemed to have satisfied all of its registration obligations under this Agreement in respect of such Registrable SecuritiesRedemption Shares.

ISSUER REGISTRATION STATEMENT. Subject The Company shall use commercially reasonable efforts, during the period beginning 15 days prior to Section 2.2 hereof, following the date on which the Company becomes eligible Holders are first permitted to use a registration statement on Form S-3 for redeem their Units pursuant to the registration of securities under the Securities ActPartnership Agreement and ending 15 days thereafter, the Company shall file to cause to be filed with the Commission a registration statement and related prospectus (the an “Issuer Registration Statement”) that comply complies as to form in all material respects with applicable Commission rules providing for the registration of the issuance of the Registrable Securities to such Holders upon redemption of OP Units held by such Holders Redemption Shares and the subsequent resale of such Registrable Securities by such Holders. The Company Conversion Shares, and agrees (subject to Section 2.2 hereof) to use commercially reasonable best efforts to cause the Issuer Registration Statement, if filed, Statement and related prospectus to be declared and remain effective by the Commission as soon as practicable after practicable; provided if the Company, in its good faith judgment, determines that any registration should not be made or continued because the negotiation or consummation of a material transaction by the Company or its subsidiaries is pending or an event has occurred, which negotiation, consummation or event would require additional disclosure by the Company in the Issuer Registration Statement of material information which the Company has a bona fide business purpose for keeping confidential and the non-disclosure of which in the Registration Statement would be expected, in the Company’s reasonable determination, to cause the Registration Statement to fail to comply with applicable disclosure requirements (each such circumstance a “Suspension Event”), the Company may postpone the filing of an Issuer Registration Statement or suspend the effectiveness thereof. Subject to Section 2.2 hereof, the The Company agrees to use commercially reasonable efforts to keep the Issuer Registration Statement continuously effective (including the preparation and filing of any amendments and supplements necessary for that purpose) until such time as the earlier of Holders no longer own any Redemption Shares or Conversion Shares. When the Redemption Shares or Conversion Shares are issued to the Holders pursuant to an Issuer Registration Statement, subject to the foregoing provisos, the Company shall: (a) promptly notify the Holders: (i) when the date that is three years after the date of effectiveness of such Issuer Registration Statement, any pre-effective amendment, the prospectus or any prospectus supplement related thereto or post-effective amendment to the Issuer Registration Statement has been filed, and, with respect to the Issuer Registration Statement or any post-effective amendment, when the same has become effective, (ii) the date on which all of the Registrable Securities covered issuance by such the Commission of any stop order suspending the effectiveness of the Issuer Registration Statement are eligible or the initiation or threat of any proceedings for sale without registration pursuant to Rule 144 (or any successor provision) under the Securities Act without volume limitations or other restrictions on transfer thereunderthat purpose, or and (iii) of the date receipt by the Company of any notification with respect to the suspension of the qualification of any Redemption Shares or Conversion Shares for sale under the securities or “blue sky” laws of any jurisdiction or the initiation of any proceeding for such purpose; (b) promptly use commercially reasonable efforts to prevent the issuance of any order suspending the effectiveness of the Issuer Registration Statement, and, if any such order suspending the effectiveness of the Issuer Registration Statement is issued, shall promptly use commercially reasonable efforts to obtain the withdrawal of such order at the earliest possible moment; and (c) use reasonable best efforts to cause all such Redemption Shares and Conversion Shares to be listed on the national securities exchange on which the Holder Common Shares are then listed, if the listing of such Redemption Shares or Holders consummate the sale of all of the Registrable Securities registered under such Registration Statement. In the event that the Registrable Securities are issued to any Holder (other than an “affiliate,” as defined by Rule 144 Conversion Shares is then permitted under the Securities Act, of the Company) by the Company pursuant to the Registration Statement, the Company shall be deemed to have satisfied all of its registration obligations under this Agreement in respect rules of such Registrable Securitiesnational securities exchange; provided, that, all applicable listing requirements are satisfied.

ISSUER REGISTRATION STATEMENT. Subject to Section 2.2 hereof, the provisos set forth in the following the date on which the Company becomes eligible to use a registration statement on Form S-3 for the registration of securities under the Securities Actsentence, the Company shall file use commercially reasonable efforts to, during the period beginning fifteen (15) days prior to the date the Holders are first permitted to redeem the Units pursuant to the Partnership Agreement and ending fifteen (15) days thereafter, cause to be filed with the Securities and Exchange Commission (the “Commission”) a registration statement and related prospectus (the an “Issuer Registration Statement”) that comply complies as to form in all material respects with applicable Commission rules providing for the registration of the issuance of Redemption Shares to be issued to the Registrable Securities to such Holders upon redemption of OP Units held by such Holders and the subsequent resale of such Registrable Securities by such Holders. The Company agrees (subject to Section 2.2 hereof) to shall use commercially reasonable efforts to cause the Issuer Registration Statement, if filed, Statement to be declared effective by the Commission as soon as practicable after following the filing thereof; provided, that the Company shall be entitled to postpone the filing, or the effectiveness, of the Issuer Registration Statement if (i) the Company is actively pursuing an underwritten primary offering of equity securities, or (ii) the negotiation or consummation of a transaction by the Company or its subsidiaries is pending or an event has occurred, which negotiation, consummation or event would require additional disclosure by the Company in the Issuer Registration Statement of material information which the Company has a bona fide business purpose for keeping confidential and the non-disclosure of which in the Issuer Registration Statement would be expected, in the Company’s reasonable determination, to cause the Issuer Registration Statement to fail to comply with applicable disclosure requirements (each such circumstance a “Suspension Event”); provided, however, that the Company may not delay the filing, or the effectiveness, of the Issuer Registration Statement for more than sixty (60) days. Subject to Section 2.2 hereof, the The Company agrees to use commercially reasonable efforts to keep the such Issuer Registration Statement continuously effective (including until such time as the preparation and filing of Holders no longer own any amendments and supplements necessary for that purpose) until Units. Anything contained herein to the earlier of (i) the date that is three years after the date of effectiveness of such Registration Statementcontrary notwithstanding, (ii) the date on which all of the Registrable Securities covered by such Registration Statement are eligible for sale without registration pursuant to Rule 144 (or any successor provision) under the Securities Act without volume limitations or other restrictions on transfer thereunder, or (iii) the date on which the Holder or Holders consummate the sale of all of the Registrable Securities registered under such Registration Statement. In in the event that the Registrable Securities Redemption Shares are issued to any Holder (other than an “affiliate,” as defined by Rule 144 under the Securities Act, of the Company) by the Company to the Holders pursuant to the an Issuer Registration Statement, the Company shall be deemed to have satisfied all of its registration obligations under this Agreement in respect of such Registrable SecuritiesRedemption Shares.

ISSUER REGISTRATION STATEMENT. Subject to Section 2.2 1.3 hereof, following the date on which the Company becomes eligible to use a registration statement on Form S-3 for the registration of securities under the Securities Act, the Company shall file cause to be filed, during the period beginning fifteen (15) days prior to the date the Holders (as defined below) are first permitted to redeem their Private Placement Units pursuant to the Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of [ ], 2010, as amended (the “Operating Partnership Agreement”), and ending fifteen (15) days thereafter, with the Securities and Exchange Commission (the “Commission”) a registration statement and related prospectus (the “Issuer Registration Statement”) that comply complies as to form in all material respects with applicable Commission rules providing for the registration of the issuance of the Registrable Securities (as defined below) that may be issued to such Holders upon redemption of OP Private Placement Units held by such Holders and (the subsequent resale of such Registrable Securities by such Holders“Redemption Shares”). The Company agrees (subject to Section 2.2 1.3 hereof) to use commercially reasonable efforts to cause the Issuer Registration Statement, if filed, Statement to be declared effective by the Commission as soon as practicable after the filing thereofpracticable. Subject to Section 2.2 1.3 hereof, the Company agrees to use commercially reasonable efforts to keep the any Issuer Registration Statement continuously effective (including the preparation and filing of any amendments and supplements necessary for that purpose) until the earlier of (i) the date that is three years after the date of effectiveness of such Registration Statement, (ii) the date on which all of the Registrable Securities covered by no such Registration Statement are eligible for sale without registration pursuant to Rule 144 (or Holder owns any successor provision) under the Securities Act without volume limitations or other restrictions on transfer thereunder, or (iii) the date on which the Holder or Holders consummate the sale of all of the Registrable Securities registered under such Registration StatementPrivate Placement Units. In the event that the Registrable Securities are issued to any Holder (other than an “affiliate,” as defined by Rule 144 under the Securities Act, of the Company) by the Company pursuant to the an Issuer Registration Statement, the Company shall be deemed to have satisfied all of its registration obligations under this Agreement in respect of such Registrable Securities.