Common use of Limitation of Offer; Investor Suitability Clause in Contracts

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer agrees that it will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer agrees that it will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is maderesides. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, and specifically with the provisions of FINRA Rules 2110 and 2310, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer agrees that it will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is maderesides. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA REIT Guidelines. In offering for the sale the of Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company Trust or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company Trust or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA REIT Guidelines. In offering for the sale the of Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, investment experience, other investments, income, net worth, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentTrust; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the investor has an apparent understanding of the fundamental risks of the investment, the risk that the investor may lose the entire investment, the lack of liquidity, the restrictions on transferability and the tax consequences of the investment; (D) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (ivE) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is maderesides. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company Trust in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. II1.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. II1.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1I) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for the sale the of Shares to any person, Soliciting Dealer will have reasonable grounds (as required by Rule 2310(b)(2)(B)(i) of the FINRA Rules) to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. III.C of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA REIT Guidelines. In offering for the sale the of Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in with the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet satisfy the financial qualifications investor suitability standards and minimum investment requirements set forth set forth in the Prospectus or in any suitability letter or memorandum sent to it provided by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are registered or qualified for sale or that such qualification or registration is not required due to an exemption from the applicable state securities and other applicable laws (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other all applicable rules and regulations relating to the suitability of investors, including, but not limited towithout limitation, FINRA Conduct Rules and the provisions of Section III.C. of the NASAA REIT Guidelines. In offering for sale recommending the purchase of Shares in the Primary Offering to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situationsituation and needs, needs or and any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of the Shares in the Primary Offering is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state jurisdiction in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in with the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 88 , to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 88 , to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the ““ Blue Sky SurveySurvey ”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the NASD Conduct Rules of Fair Practice and applicable FINRA Rules set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA REIT Guidelines. In offering for the sale the of Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in with the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares Units only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares Units are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares Units for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares Units and will not permit any of its registered representatives to offer Shares Units in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering SharesUnits, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. Article IV of the NASAA Guidelines. In offering for sale the Shares Units to any person, Soliciting Dealer agrees that it will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares Units is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 85,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,00085,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 330,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares Units for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Participating Dealer will offer Shares only (i) to persons that meet satisfy the financial qualifications investor suitability standards and minimum investment requirements set forth set forth in the Prospectus or in any suitability letter or memorandum sent to it provided by the Company or the Dealer Manager, and (ii) in accordance with Section 88 of this Agreement, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are registered or qualified for sale or that such qualification or registration is not required due to an exemption from the applicable state securities and other applicable laws (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Participating Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Participating Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Participating Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other all applicable rules and regulations relating to the suitability of investors, including, but not limited towithout limitation, FINRA Conduct Rules and the applicable provisions of Section III.C. of the NASAA Guidelines. In offering for sale recommending the purchase of Primary Shares in the Offering to any person, Soliciting Participating Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situationsituation and needs, needs or and any other information known by Soliciting Participating Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of Primary Shares in the Shares Offering is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state jurisdiction in which the investment by such prospective investor is made. Soliciting Participating Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Participating Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Participating Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Participating Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Participating Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Participating Dealer shall not execute any transaction in with the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer agrees that it will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or and (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is mademade and set forth in the Prospectus. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) The Soliciting Dealer will offer Shares only (i) to persons that it has reasonable grounds to believe meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer ManagerCompany, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules Rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for the sale the of Shares to any person, each Soliciting Dealer will shall have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by the Soliciting Dealer after due inquiry) that: (i) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (iv) such prospective investor (A) person has either: (1a) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2b) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, a Soliciting Dealer may rely on (xi) representations from investment advisers who are not affiliated with the Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, fiduciaries and (yii) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by the Soliciting Dealer after due inquiry. Notwithstanding the foregoing, the Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Participating Dealer will offer Shares only (i) to persons that meet satisfy the financial qualifications investor suitability standards and minimum investment requirements set forth set forth in the Prospectus or in any suitability letter or memorandum sent to it provided by the Company or the Dealer Manager, and (ii) in accordance with Section 88 of this Agreement, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are registered or qualified for sale or that such qualification or registration is not required due to an exemption from the applicable state securities and other applicable laws (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Participating Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Participating Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Participating Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other all applicable rules and regulations relating to the suitability of investors, including, but not limited towithout limitation, FINRA Conduct Rules and the applicable provisions of Section III.C. of the NASAA REIT Guidelines. In offering for sale recommending the purchase of Primary Shares in the Offering to any person, Soliciting Participating Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situationsituation and needs, needs or and any other information known by Soliciting Participating Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of Primary Shares in the Shares Offering is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state jurisdiction in which the investment by such prospective investor is made. Soliciting Participating Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Participating Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Participating Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Participating Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Participating Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Participating Dealer shall not execute any transaction in with the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) The Soliciting Dealer will offer Shares Units only (i) to persons that it has reasonable grounds to believe meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer ManagerCompany, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules Rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA Guidelines. In offering for the sale the Shares of Units to any person, each Soliciting Dealer will shall have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by the Soliciting Dealer after due inquiry) that: (i) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentCompany; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iii) the purchase of the Shares Units is otherwise suitable for such prospective investorperson; and (iv) such prospective investor (A) person has either: (1a) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2b) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, a Soliciting Dealer may rely on (xi) representations from investment advisers who are not affiliated with the Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, fiduciaries and (yii) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by the Soliciting Dealer after due inquiry. Notwithstanding the foregoing, the Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. III.C of the NASAA Guidelines. In offering for sale the Shares to any person, Soliciting Dealer agrees that it will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s 's age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (i) such prospective investor is in a financial position appropriate to enable such prospective investor to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investment; (ii) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investment, including loss of investment and lack of liquidity; (iii) the purchase of the Shares is otherwise suitable for such prospective investor; and (iv) such prospective investor (A) has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s 's home, home furnishings and automobiles) of $250,000 or (B) meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for each prospective investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company in a discretionary account without prior written approval of the transaction by the customer.

Limitation of Offer; Investor Suitability. (a) Soliciting Dealer will offer Shares only (i) to persons that meet the financial qualifications set forth in the Prospectus or in any suitability letter or memorandum sent to it by the Company Trust or the Dealer Manager, and (ii) in accordance with Section 8, to persons in the jurisdictions in which it is advised in writing by the Company Trust or the Dealer Manager that the Shares are qualified for sale or that qualification is not required (the “Blue Sky Survey”). Notwithstanding the qualification of Shares for sale in any respective jurisdiction (or exemption therefrom), Soliciting Dealer will not offer Shares and will not permit any of its registered representatives to offer Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact securities business in securities in such jurisdiction. In offering Shares, Soliciting Dealer shall comply with the provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as other applicable rules and regulations relating to suitability of investors, including, but not limited to, the provisions of Section III.C. of the NASAA REIT Guidelines. In offering for the sale the of Shares to any person, Soliciting Dealer will have reasonable grounds to believe (based on such information obtained from the prospective investor concerning the prospective investor’s age, investment objectives, other investments, financial situation, needs or any other information known by Soliciting Dealer after due inquiry) that: (iA) such prospective investor person is in a financial position appropriate to enable such prospective investor person to realize to a significant extent the benefits described in the Prospectus, including the tax benefits where they are a significant aspect of the investmentTrust; (iiB) the prospective investor has a fair market net worth sufficient to sustain the risks inherent in the investmentprogram, including loss of investment and lack of liquidity; (iiiC) the purchase of the Shares is otherwise suitable for such prospective investorperson; and (ivD) such prospective investor (A) person has either: (1) a minimum annual gross income of $70,000 and a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobiles) of $70,000; or (2) a minimum net worth (exclusive of such prospective investor’s home, home furnishings and automobilesdetermined with the foregoing exclusions) of $250,000 or (B) and meets the higher suitability standards, if applicable, imposed by the state in which the investment by such prospective investor is made. Soliciting Dealer further will use its best efforts to determine the suitability and appropriateness of an investment in the Shares for of each prospective proposed investor solicited by a person associated with Soliciting Dealer by reviewing documents and records disclosing the basis upon which the determination as to suitability was reached as to each prospective proposed investor, whether such documents and records relate to accounts which have been closed, accounts which are currently maintained or accounts hereinafter established. In making the determinations as to financial qualifications and as to suitability required by the NASAA Guidelines, Soliciting Dealer may rely on (x) representations from investment advisers who are not affiliated with Soliciting Dealer and Dealer, banks acting as trustees or fiduciaries, and (y) information it has obtained from a prospective investor, including such information as the investment objectives, other investments, financial situation and needs of the prospective investor person or any other information known by Soliciting Dealer after due inquiry. Notwithstanding the foregoing, Soliciting Dealer shall not execute any transaction in the Company Trust in a discretionary account without prior written approval of the transaction by the customer.