Common use of REIT Opinion Clause in Contracts

REIT Opinion. The Company shall have received a written opinion of Proskauer Rose LLP, or other counsel reasonably acceptable to the Company, dated as of the Closing Date and in form and substance reasonably satisfactory to the Company, to the effect that, commencing with Parent’s taxable year that ended on December 31, 2011, Parent has been organized and has operated in conformity with the requirements for qualification and taxation as a REIT under the Code, and its proposed method of operation will enable Parent to continue to meet the requirements for qualification and taxation as a REIT under the Code, which opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate executed by Parent and provided pursuant to ‎‎Section 6.2(b).

REIT Opinion. The Company Parent shall have received a written opinion of Proskauer Rose LLP, or other counsel reasonably acceptable LLP on which the Company shall be entitled to the Companyrely, dated as of the Closing Date and in form and substance reasonably satisfactory to the Company, to the effect that, commencing with Parent’s taxable year that ended on December 31, 2011, Parent has been organized and has operated in conformity with the requirements for qualification and taxation as a REIT under the Code, and its proposed method of operation will enable Parent to continue to meet the requirements for qualification and taxation as a REIT under the Code, which opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate executed by Parent and provided pursuant to ‎‎Section Section 6.2(b).. -104-

REIT Opinion. The Company Parent shall have received a written opinion of Proskauer Rose LLP, or other counsel reasonably acceptable to the Company, dated as of the Closing Date and in form and substance as set forth in Exhibit A and reasonably satisfactory to Parent (the Company“REIT Opinion”), to the effect that, commencing with Parentthe Company’s taxable year that ended on December 31, 20111995, Parent the Company has been organized and has operated in conformity with the requirements for qualification and taxation as a REIT under the Code, Code and its proposed actual method of operation will enable Parent has enabled the Company to continue to meet meet, through the Effective Time, the requirements for qualification and taxation as a REIT under the Code, which opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate certificates executed by Parent and provided pursuant to ‎‎Section 6.2(b)the Company.

REIT Opinion. The Company Parent shall have received a written opinion of Proskauer Rose LLP, or other counsel reasonably acceptable LLP on which the Company shall be entitled to the Companyrely, dated as of the Closing Date and in form and substance reasonably satisfactory to the Company, to the effect that, commencing with Parent’s taxable year that ended on December 31, 2011, Parent has been organized and has operated in conformity with the requirements for qualification and taxation as a REIT under the Code, and its proposed method of operation will enable Parent to continue to meet the requirements for qualification and taxation as a REIT under the Code, which opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate executed by Parent and provided pursuant to ‎‎Section Section 6.2(b).

REIT Opinion. The Company Parent shall have received a written opinion of Proskauer Rose LLP, or other counsel reasonably acceptable to the Company, dated as of the Closing Date and in form and substance reasonably satisfactory to the CompanyParent, to the effect that, commencing with Parentthe Company’s taxable year that ended on December 31, 20112012, Parent the Company has been organized and has operated in conformity with the requirements for qualification and taxation as a REIT under the Code, Code and its proposed actual method of operation will enable Parent has enabled the Company to continue to meet meet, through the Effective Time, the requirements for qualification and taxation as a REIT under the Code, which opinion will be subject to customary exceptions, assumptions and qualifications and based on customary representations contained in an officer’s certificate executed by Parent the Company and the Operating Partnership and provided pursuant to ‎‎Section 6.2(b6.1(b).