Common use of Ownership of the Operating Partnership Clause in Contracts

Ownership of the Operating Partnership. The OLP GP is the sole general partner of the Operating Partnership and the Partnership is the sole limited partner of the Operating Partnership; such partnership interests have been duly authorized and validly issued in accordance with the partnership agreement of the Operating Partnership (as amended, the “OLP Partnership Agreement”) and, with respect to the Partnership’s limited partner interest in the Operating Partnership, are fully paid (to the extent required under the OLP Partnership Agreement) and nonassessable (except as such nonassessability may be affected by Sections 17-607 and 17-804 of the Delaware LP Act); and the OLP GP and the Partnership each own their respective partnership interests free and clear of all Liens (except restrictions on transferability as described in the Disclosure Package and the Final Prospectus or the OLP Partnership Agreement and Liens created pursuant to the Credit Agreement, dated as of November 10, 2011, among the Partnership, the Operating Partnership, Xxxxx Fargo Bank, National Association, as Administrative Agent, Citibank N.A., as Syndication Agent, Bank of America N.A., Barclays Bank PLC, and Royal Bank of Canada, as Documentation Agents, and Xxxxx Fargo Securities, LLC, Citigroup Global Markets Inc., Barclays Capital and RBC Capital Markets, LLC, as Joint Lead Arrangers and Joint Book Managers, (the “Credit Agreement”).

Ownership of the Operating Partnership. The OLP GP is the sole general partner of the Operating Partnership and the Partnership is the sole limited partner of the Operating Partnership; such partnership interests have been duly authorized and validly issued in accordance with the partnership agreement of the Operating Partnership (as amended, the “OLP Partnership Agreement”) and, with respect to the Partnership’s limited partner interest in the Operating Partnership, are fully paid (to the extent required under the OLP Partnership Agreement) and nonassessable (except as such nonassessability may be affected by Sections 17-607 and 17-804 of the Delaware LP Act); and the OLP GP and the Partnership each own their respective partnership interests free and clear of all Liens (except restrictions on transferability as described in the Disclosure Package and the Final Prospectus or the OLP Partnership Agreement and Liens created pursuant to the Credit Agreement, dated as of November 10, 2011, among the Partnership, the Operating Partnership, Xxxxx Fargo Bank, National Association, as Administrative Agent, Citibank N.A., as Syndication Agent, Bank of America N.A., Barclays Bank PLC, and Royal Bank of Canada, as Documentation Agents, and Xxxxx Fargo Securities, LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and RBC Capital Markets, LLC, as Joint Lead Arrangers and Joint Book Managers, (the “Credit Agreement”).