Common use of SUBJECT OF CONVEYANCE Clause in Contracts

SUBJECT OF CONVEYANCE. In accordance with the terms and conditions of this Agreement, on the Closing Date (as defined herein), Contributor agrees to contribute, convey or otherwise transfer to certain designees of MCRLP all of Contributor's right, title and interest in and to the assets set forth in paragraphs (a) through (h) of this Section 1: (a) that certain real property situate, lying and being in the State of Colorado and being more particularly described on Schedule 1(a) (the "Land"), which Schedule 1(a) sets forth the name, state of organization and type of entity of Contributor of a parcel of Land and all of the improvements located on the Land (individually, a "Building" and collectively, the "Improvements"); (b) all rights, privileges, grants and easements appurtenant to Contributor's interests in the Land and Improvements, if any, including without limitation, all land lying in the bed of any public street, road or alley, all mineral and water rights and all easements, licenses, covenants and rights-of-way or other appurtenances used in connection with the beneficial use and enjoyment of the Land and Improvements (the Land and Improvements and all such rights, privileges, easements, grants and appurtenances are sometimes collectively referred to herein as the "Real Property"); (c) except as set forth on Schedule 1(c) all personal property, artwork, fixtures, equipment, inventory and computer programming and software owned by Contributor and located on any of the Real Property or used at any of the management and corporate offices of Contributor (the "Personal Property"); (d) all leases and other agreements with respect to the use and occupancy of the Real Property, together with all amendments and modifications thereto (each a "Lease" and collectively, the "Leases") and any guaranties provided thereunder, and rents, additional rents, reimbursements, profits, income, receipts and the amount deposited (the "Security Deposit") under any Lease in the nature of security for the performance of the Tenant's (as defined herein) obligations thereunder;

SUBJECT OF CONVEYANCE. In accordance with Xxxxxx agrees to sell and convey to Purchaser and Xxxxxxxxx agrees to purchase from Seller, upon the terms and conditions of this Agreementhereinafter set forth, on the Closing Date (as defined herein), Contributor agrees to contribute, convey or otherwise transfer to certain designees of MCRLP all of Contributor's right, title title, and interest of Seller in and to the assets set forth in paragraphs following (a) through (h) of this Section 1:collectively referred to herein as the "Property"): (a) All that certain real property situatelot, lying piece, or parcel of land located at Lot 2R and being in the 3R, Block A, SANGER INDUSTRIAL ADDITION, LOTS 1R, 2R & 3R, Sanger, County of Denton and State of Colorado and being Texas, as more particularly bounded and described on Schedule 1(a) in Exhibit A attached hereto and hereby made a part hereof (the "Land"), which Schedule 1(a; (b) sets forth the name, state of organization All buildings and type of entity of Contributor of a parcel of Land and all of the improvements located on the Land and all of Seller's right, title, and interest in and to any and all fixtures attached thereto (individually, a "Building" and collectively, the "Improvements"); (bc) all rightsAll equipment, privilegesmachinery, grants apparatus, appliances, and easements other articles of personal property located on and used in connection with the operation of the Improvements (collectively, the "Personal Property"), to the extent any of same are owned by Seller; (d) All rights appurtenant to Contributor's interests in the Land and ImprovementsLand, if any, including without limitation, all any strips and gores abutting the Land, and any land lying in the bed of any public street, road road, or alleyavenue in front of, all mineral and water rights and all easementsor adjoining the Land, licenses, covenants and rights-of-way or to the center line thereof; (e) All other appurtenances used in connection with the beneficial use and enjoyment of the Land and Improvements (the Land and Improvements and all such rights, privileges, easements, grants licenses, appurtenances, and appurtenances are sometimes collectively referred to herein as the "Real Property"); (c) except as set forth on Schedule 1(c) all personal property, artwork, fixtures, equipment, inventory and computer programming and software owned by Contributor and located on any of the Real Property or used at any of the management and corporate offices of Contributor (the "Personal Property"); (d) all leases and other agreements with respect hereditaments relating to the use and occupancy of Property. Notwithstanding anything herein to the Real contrary, "Property" does not include any tenant fixtures or other property belonging to the tenants at the Property, together with all amendments and modifications thereto (each a "Lease" and collectively, the "Leases") and or any guaranties provided thereunder, and rents, additional rents, reimbursements, profits, income, receipts and the amount deposited (the "Security Deposit") under any Lease in the nature of security for the performance of the Tenant's (as defined herein) obligations thereunder;item leased from third-parties.

SUBJECT OF CONVEYANCE. 1.1 In accordance with the terms and conditions of this AgreementAgreement and subject to PRLP's and National's performance and satisfaction of the conditions, on covenants and obligations contained herein, the Asset Contributing Property Partnerships agree to contribute to PRLP at Closing Date (as defined herein), Contributor agrees to contribute, convey or otherwise transfer to certain designees of MCRLP all of Contributor's right, title and interest in and to the assets set forth in paragraphs (a) through (h) of this Section 11.1 and the Partners have agreed to contribute to PRLP at Closing the partnership or membership interests of the Interest Contributing Property Partnership as set forth in Section 1.3: (a) that certain real property situate, lying and being in the State States of Colorado New York, New Jersey, Connecticut, Massachusetts and Florida and being more particularly described on Schedule 1(a1.1(a) (the "Property Partnerships' Land"), which Schedule 1(a1.1(a) sets forth the name, state of organization property addresses and type of entity of Contributor of a blocks and lots for each parcel of Land and all of the improvements located on the Property Partnerships' Land (individually, a the "Property Partnerships' Building" and collectively, the "Property Partnerships' Improvements"); (b) all rights, privileges, grants and easements appurtenant to Contributor's interests the Property Partnerships' interest in the Property Partnerships' Land and the Property Partnerships' Improvements, if any, including without limitation, all of the Property Partnerships' right, title and interest in and to all land lying in the bed of any public street, road or alley, all mineral and water rights and all easements, licenses, covenants and rights-of-way of -way or other appurtenances used in connection with the beneficial use and enjoyment of the Property Partnerships' Land and the Property Partnerships' Improvements (the Land and Property Partnerships' Land, the Property Partnerships' Improvements and all such rights, privileges, easements, grants and appurtenances are sometimes collectively referred to herein as the "Property Partnerships' Real Property"); (c) except as set forth on Schedule 1(c) 1.1(c), all personal property, artwork, fixtures, equipment, inventory and computer programming and software owned or licensed by Contributor the Property Partnerships and located on any of the Property Partnerships' Real Property or used at any of the management and corporate offices of Contributor the Property Partnerships (the "Property Partnerships' Personal Property"); (d) all leases and other agreements with respect to the use and occupancy of the Property Partnerships' Real Property, together with all amendments and modifications thereto (each a "Lease" and collectively, the "Leases") and any guaranties provided thereunderthereunder (the "Property Partnerships' Leases"), and rents, additional rents, reimbursements, profits, income, receipts and the amount deposited (the "Property Partnerships' Security Deposit") under any Lease in the nature of security for the performance of the Tenant's obligations under such Lease; (e) the tradenames set forth on Schedule 1.1(e), and any trademark applicable thereto, and/or any name by which any of the Property Partnerships' Real Property is commonly known, and all goodwill, if any, related to said names (collectively, the "Property Partnerships' Tradenames"); (f) all permits, licenses, guaranties, approvals, certificates and warranties relating to the Property Partnerships' Real Property and the Property Partnerships' Personal Property (collectively, the "Property Partnerships' Permits and Licenses"), all of the Property Partnerships' right, title and interest in and to those contracts and agreements for the servicing, maintenance and operation of the Property Partnerships' Real Property (the "Property Partnerships' Service Contracts") and telephone numbers in use at any of the Property Partnerships' Real Property or the management offices and corporate headquarters of the Property Partnerships' (together with the Property Partnerships' Permits and Licenses and the Property Partnerships' Service Contracts, the "Property Partnerships' Intangible Property"); (g) all promotional material, tenant data, leasing material and forms, current rent rolls, property files and statements, market studies, keys, plans, specifications, reports, tests and other materials of any kind owned by or in the possession of the Property Partnerships which are or may be used by the Property Partnerships in the use and operation of the Property Partnerships' Real Property or the Property Partnerships' Personal Property (collectively, the "Property Partnerships' Documents"); and (h) all other rights, privileges and appurtenances owned by the Property Partnerships, if any, and in any way related to the rights and interests described above in this Section. The Property Partnerships' Real Property, the Property Partnerships' Personal Property, the Property Partnerships' Leases, the Property Partnerships' Tradenames, the Property Partnerships' Intangible Property, the Property Partnerships' Documents and the other property interests being conveyed hereunder are hereinafter collectively referred to as defined hereinthe "Property Partnerships' Property". 1.2 In accordance with the terms and conditions of this Agreement and subject to New Reit's, PRLP's, the Partners' and the Property Partnerships' performance and satisfaction of the conditions and obligations contained herein and subject to the approval of the beneficial owners of National's interests as contemplated by Sections 6.1(c), National agrees to transfer to New Reit at Closing and New Reit agrees to transfer to PRLP the property and assets set forth in paragraph (a) through (h) of this Section 1.2: (a) that certain real property situate, lying and being in the State of Florida and being more particularly described on Schedule 1.2(a) (the "National Land"), which Schedule 1.2(a) sets forth the property address and block and lot for each parcel and all of the improvements located on the Land (individually, a "National Building" and collectively, the "National Improvements"); (b) all rights, privileges, grants and easements appurtenant to National's interest in the National Land and the National Improvements, including without limitation, all of National's right, title and interest in and to all land lying in the bed of any public street, road or alley, all mineral and water rights and all easements, licenses, covenants and rights-of -way or other appurtenances used in connection with the beneficial use and enjoyment of the National Land and the National Improvements (the National Land, National Improvements, and all such rights, privileges, easements, grants and appurtenances are sometimes referred to herein as the "National Real Property"); (c) except as set forth on Schedule 1.2(c), all personal property, fixtures, equipment, inventory and computer programming and software owned or licensed by National and located on any of the National Real Property or used at any of the management and corporate offices of National (the "National Personal Property"); (d) all leases and other agreements with respect to the use and occupancy of the National Real Property, together with all amendments and modifications thereto and any guaranties provided thereunder (the "National Leases"), and rents, additional rents, reimbursements, profits, income, receipts and the amount deposited (the "National Security Deposit") under any Lease in the nature of security for the performance of the Tenant's obligations thereunderunder such Lease; (e) any name by which any of the National Real Property is commonly known, and all goodwill, if any, related to said names (collectively, the "National Tradenames"); (f) all permits, licenses, guaranties, approvals, certificates and warranties relating to the National Real Property and the National Personal Property (collectively, the "National Permits and Licenses"), all of National's right, title and interest in and to those contracts and agreements for the servicing, maintenance and operation of the

SUBJECT OF CONVEYANCE. 1.1 In accordance with the terms and conditions of this AgreementAgreement and subject to Cali and CRLP's performance and satisfaction of the conditions, on the Closing Date (as defined covenants and obligations contained herein), Contributor RM agrees to contribute, convey or otherwise transfer to certain designees of MCRLP all of Contributor's right, title and interest in and to CRLP the assets set forth in paragraphs (a) through (h) of this Section 11.1: (a) that certain real property situate, lying and being in the State States of Colorado New York and Connecticut and being more particularly described on Schedule 1(a1.1(a) (the "Land"), which Schedule 1(a1.1 (a) sets forth the property addresses and blocks and lots for each parcel, all right, title and interest of the lessees (the "Ground Lessees") in and to the ground leases (the "Ground Leases") described on Schedule 1.1(b), which Schedule 1.1(b) sets forth the names of each party to each of the Ground Leases, the dates thereof and any amendments thereto, as well as the name, state of organization and type of entity of Contributor of a parcel of Land each Ground Lessee, and all of the improvements located on the Land or the properties which are subject to the Ground Leases (individually, a "Building" and collectively, the "Improvements"); (b) all rights, privileges, grants and easements appurtenant to ContributorRM's interests interest in the Land Land, Improvements and ImprovementsGround Leases, if any, including without limitation, all of RM's right, title and interest in and to all land lying in the bed of any public street, road or alley, all mineral and water rights and all easements, licenses, covenants and rights-of-way of -way or other appurtenances used in connection with the beneficial use and enjoyment of the Land Land, Improvements and Improvements Ground Leases (the Land and Improvements Land, Improvements, Ground Leases and all such rights, privileges, easements, grants and appurtenances are sometimes collectively referred to herein as the "Real Property"); (c) except as set forth on Schedule 1(c) all personal property, artwork, fixtures, equipment, inventory and computer programming and software owned by Contributor and located on any of the Real Property or used at any of the management and corporate offices of Contributor (the "Personal Property"); (d) all leases and other agreements with respect to the use and occupancy of the Real Property, together with all amendments and modifications thereto (each a "Lease" and collectively, the "Leases") and any guaranties provided thereunder, and rents, additional rents, reimbursements, profits, income, receipts and the amount deposited (the "Security Deposit") under any Lease in the nature of security for the performance of the Tenant's (as defined herein) obligations thereunder;1.1