Ownership Limit Waiver Agreement Sample Contracts

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EX-99.1 2 dex991.htm OWNERSHIP LIMIT WAIVER AGREEMENT OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • May 5th, 2020 • Maryland

This OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”) is made and entered into as of September 8, 2005 by and between Aames Investment Corporation, a Maryland corporation (the “Company”), and Hotchkis and Wiley Capital Management, LLC, a Delaware limited liability company (“Hotchkis”).

EX-10 11 ex10-8.htm EX. 10.8: OWNERSHIP LIMIT WAIVER AGMT VORNADO OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO)
Ownership Limit Waiver Agreement • May 5th, 2020 • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of December 31, 2006, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty, L.P. (“VRT”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by VRT, “Vornado”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • March 29th, 2018 • Generation Income Properties, Inc. • Real estate investment trusts • Maryland

This SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of December 31, 2017 is entered into by and between Generation Income Properties, Inc., a Maryland corporation (the “Company”), and David Sobelman (“Sobelman”).

Contract
Ownership Limit Waiver Agreement • May 5th, 2020

EX-10.2 3 y72445exv10w2.htm EX-10.2: AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT Exhibit 10.2 AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO) THIS AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of October 27, 2008, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty L.P. (“VRT”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by VRT, “Vornado”) and amends and restates, as set forth below, that certain Ownership Limit Waiver Agreement (Vornado), dated as of December 31, 2006, between the Company and VRT (the “Original Agreement”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration. RECITALS A. Article IX of the Company’s Declaration of Trust (the “Declaration”) contains (1) a restriction prohibiting any Per

FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • August 12th, 2022 • New York City REIT, Inc. • Real estate investment trusts

This FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT is entered into on August 10, 2022, by and between New York City REIT, Inc. (the “Company”) and New York City Advisors, LLC (the “Advisor”).

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • February 11th, 2022 • Bellevue Capital Partners, LLC • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of February 4, 2022, is between New York City REIT, Inc., a Maryland corporation (the “Company”), and American Realty Capital III, LLC (“ARC”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Company’s charter, as amended and restated through the date hereof and as presently in effect (the “Charter”).

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • March 31st, 2017 • Hospitality Investors Trust, Inc. • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of March 31, 2017, is between Hospitality Investors Trust, Inc., a Maryland corporation (the “Company”), and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC (the “Investor”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Articles of Amendment and Restatement for the Company, as filed with the Maryland State Department of Assessments and Taxation, as amended, supplemented, and amended and restated through the date hereof and as presently in effect (the “Charter”) or the Purchase Agreement (as defined below).

RECITALS
Ownership Limit Waiver Agreement • January 19th, 2005 • Entertainment Properties Trust • Real estate investment trusts • Maryland
OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • February 11th, 2022 • Bellevue Capital Partners, LLC • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of February 4, 2022, is between New York City REIT, Inc., a Maryland corporation (the “Company”), and New York City Special Limited Partnership, LLC (the “SLP”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Company’s charter, as amended and restated through the date hereof and as presently in effect (the “Charter”).

AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • November 7th, 2023 • Global Net Lease, Inc. • Real estate investment trusts

WHEREAS, as of September 12, 2023, and the date hereof (collectively, the “Determination Dates”), Mr. Schorsch is treated as Beneficially Owning or Constructively Owning Shares held by SDS and Bellevue.

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • November 30th, 2017 • Epr Properties • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of November 30, 2017, by and between EPR Properties, a Maryland real estate investment trust (“EPR”), and Cohen & Steers Capital Management, Inc. (“Purchaser”).

FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT (COHEN & STEERS)
Ownership Limit Waiver Agreement • April 25th, 2011 • Lexington Realty Trust • Real estate investment trusts • Maryland

THIS FIRST AMENDMEN TO OWNERSHIP LIMIT WAIVER AGREEMENT (this “Amendment”), dated as of April 19, 2011, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Cohen & Steers Capital Management, Inc., a New York corporation (for itself and on behalf of certain affiliated entities, as set forth herein), and amends that certain Ownership Limit Waiver Agreement, dated as of November 18, 2010, between the Company and Cohen & Steers Capital Management, Inc. (the “Agreement”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • February 11th, 2022 • Bellevue Capital Partners, LLC • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of February 4, 2022, is between New York City REIT, Inc., a Maryland corporation (the “Company”), and Nicholas Schorsch, on his own behalf (“Schorsch”) and on behalf of the Nicholas S. Schorsch Revocable Agreement of Trust dated October 7, 2011, as Amended (the “Trust”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Company’s charter, as amended and restated through the date hereof and as presently in effect (the “Charter”).

FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • August 12th, 2022 • New York City REIT, Inc. • Real estate investment trusts

This FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT is entered into on August 10, 2022, by and between New York City REIT, Inc. (the “Company”) and Bellevue Capital Partners, LLC (“Bellevue”).

Contract
Ownership Limit Waiver Agreement • May 5th, 2020

EX-10.1 2 secondamendedrestatedwaiver.htm SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO) THIS SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of December 6, 2010, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty L.P. (“VRT”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by VRT, “Vornado”) and amends and restates, as set forth below, that certain Ownership Limit Waiver Agreement (Vornado), dated as of December 31, 2006, between the Company and VRT (the “Original Agreement”), as further amended and restated by the Amended and Restated Ownership Limit Waiver Agreement, dated as of October 27, 2008, between the Company and VRT (the “First Restatement”), and as further amended by Amendment No. 1 to the First Restatement, dated April 21, 2009 (the “Amendment”). Capitalized terms used, but not other

AGREEMENT REGARDING OWNERSHIP LIMIT WAIVER
Ownership Limit Waiver Agreement • March 31st, 2003 • Mills Corp • Real estate investment trusts • Delaware

This Agreement Regarding Ownership Limit Waiver (this "Agreement") is entered into as of October 2, 2002, between The Mills Corporation, a Delaware corporation ("TMC"), and Cohen & Steers Capital Management, Inc. ("Cohen & Steers").

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • July 10th, 2015 • Epr Properties • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of July 8, 2015, by EPR Properties, a Maryland real estate investment trust ("EPR"), and Nuveen Asset Management, LLC ("Purchaser").

FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT (BLACKROCK)
Ownership Limit Waiver Agreement • April 29th, 2014 • Lexington Realty Trust • Real estate investment trusts

THIS FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT (this “Amendment”), dated as of April 25, 2014, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and BlackRock, Inc. (for itself and on behalf of certain affiliated entities, as set forth herein), and amends that certain Ownership Limit Waiver Agreement, dated as of November 18, 2010 (the “Agreement”), between the Company and BlackRock, Inc. Capitalized terms used, but not otherwise defined, in this Amendment shall have the meanings given to them in the Agreement.

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • November 6th, 2014 • Epr Properties • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of October 31, 2014, by EPR Properties, a Maryland real estate investment trust (“EPR”), and Cohen & Steers Capital Management, Inc. (“Purchaser”).

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • March 29th, 2016 • Owens Realty Mortgage, Inc. • Real estate investment trusts

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of March 25, 2016, is between Owens Realty Mortgage, Inc., a Maryland corporation (the “Company”), and Nantahala Capital Management, LLC. Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Charter.

AGREEMENT REGARDING OWNERSHIP LIMIT WAIVER
Ownership Limit Waiver Agreement • May 14th, 2007 • Entertainment Properties Trust • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of May 4 2007, by Entertainment Properties Trust, a Maryland real estate investment trust (“EPR”), and ING Clarion Real Estate Securities (“Purchaser”).

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OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • February 11th, 2022 • Bellevue Capital Partners, LLC • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of February 4, 2022, is between New York City REIT, Inc., a Maryland corporation (the “Company”), and AR Global Investments, LLC (“AGI”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Company’s charter, as amended and restated through the date hereof and as presently in effect (the “Charter”).

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • February 4th, 2022 • New York City REIT, Inc. • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of February 4, 2022, is between New York City REIT, Inc., a Maryland corporation (the “Company”), and New York City Advisors, LLC (the “Advisor”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Company’s charter, as amended and restated through the date hereof and as presently in effect (the “Charter”).

AMENDMENT NO. 1 TO AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO)
Ownership Limit Waiver Agreement • April 27th, 2009 • Lexington Realty Trust • Real estate investment trusts • Maryland

THIS AMENDMENT NO 1 TO AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Amendment”), dated as of April 21, 2009, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty L.P. (“VRT”), a Delaware limited partnership (together Vornado Realty Trust and with any entity at least 99% of the voting securities of which are owned by VRT or Vornado Realty Trust, “Vornado”) and amends, as set forth below, that certain Amended and Restated Ownership Limit Waiver Agreement (Vornado), dated as of October 27, 2008, between the Company and VRT (the “Agreement”). Capitalized terms used, but not otherwise defined, in this Amendment shall have the meanings given to them in the Agreement or in the hereinafter-mentioned Declaration.

AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO)
Ownership Limit Waiver Agreement • November 6th, 2008 • Lexington Realty Trust • Real estate investment trusts • Maryland

THIS AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of October 27, 2008, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty L.P. (“VRT”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by VRT, “Vornado”) and amends and restates, as set forth below, that certain Ownership Limit Waiver Agreement (Vornado), dated as of December 31, 2006, between the Company and VRT (the “Original Agreement”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • November 7th, 2023 • Global Net Lease, Inc. • Real estate investment trusts

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of September 12, 2023, is between Global Net Lease, Inc., a Maryland corporation (the “Company”), and Bellevue Capital Partners, LLC, on its own behalf and on behalf of Global Net Lease Special Limited Partnership, LLC, AR Capital Global Holdings, LLC, AR Global Investments, LLC, American Realty Capital Global II Special LP, LLC, and AR Capital, LLC (collectively, “Bellevue”). Except where noted otherwise, capitalized terms used but not defined herein shall have the meanings ascribed to them in the Company’s charter, as amended and restated through the date hereof and as presently in effect (the “Charter”).

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • November 3rd, 2016 • Epr Properties • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of September 19, 2016, by EPR Properties, a Maryland real estate investment trust (“EPR”), and Invesco Advisers, Inc., a Delaware corporation (“Purchaser”).

OWNERSHIP LIMIT WAIVER AGREEMENT (COHEN & STEERS)
Ownership Limit Waiver Agreement • November 24th, 2010 • Lexington Realty Trust • Real estate investment trusts • Maryland

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of November 18, 2010, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Cohen & Steers Capital Management, Inc., a New York corporation (for itself and on behalf of certain affiliated entities, as set forth herein). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • November 5th, 2014 • Omega Healthcare Investors Inc • Real estate investment trusts • Maryland

This OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”) is made and entered into as of October 30, 2014 by and between Omega Healthcare Investors, Inc., a Maryland corporation (the “Company”), and LG Aviv L.P., a Delaware limited partnership (“Lindsay Goldberg”).

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • September 16th, 2015 • Generation Income Properties, Inc. • Maryland

This OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”) is made and entered into on September 14, 2015 by and between Generation Income Properties, Inc., a Maryland corporation (the “Company”), and David Sobelman (“Sobelman”).

AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO)
Ownership Limit Waiver Agreement • November 12th, 2008 • Vornado Realty Trust • Real estate investment trusts • Maryland

THIS AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of October 27, 2008, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty L.P. (“VRT”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by VRT, “Vornado”) and amends and restates, as set forth below, that certain Ownership Limit Waiver Agreement (Vornado), dated as of December 31, 2006, between the Company and VRT (the “Original Agreement”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

OWNERSHIP LIMIT WAIVER AGREEMENT
Ownership Limit Waiver Agreement • August 4th, 2017 • Epr Properties • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of May 17, 2017, by and among EPR Properties, a Maryland real estate investment trust (“EPR”), LDR Preferred Income Fund, LLC, a Delaware limited liability company (“Purchaser”) and LDR Capital Management, LLC, a Delaware limited liability company (“Advisor”).

AGREEMENT REGARDING OWNERSHIP LIMIT WAIVER
Ownership Limit Waiver Agreement • March 1st, 2010 • Entertainment Properties Trust • Real estate investment trusts • Maryland

THIS AGREEMENT is entered into as of December 4, 2009, by Entertainment Properties Trust, a Maryland real estate investment trust (“EPR”), Blackrock, Inc. and its subsidiaries (“Purchaser”).

SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO)
Ownership Limit Waiver Agreement • December 6th, 2010 • Lexington Realty Trust • Real estate investment trusts • Maryland

THIS SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (this “Agreement”), dated as of December 6, 2010, is between Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), and Vornado Realty L.P. (“VRT”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by VRT, “Vornado”) and amends and restates, as set forth below, that certain Ownership Limit Waiver Agreement (Vornado), dated as of December 31, 2006, between the Company and VRT (the “Original Agreement”), as further amended and restated by the Amended and Restated Ownership Limit Waiver Agreement, dated as of October 27, 2008, between the Company and VRT (the “First Restatement”), and as further amended by Amendment No. 1 to the First Restatement, dated April 21, 2009 (the “Amendment”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

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