Initial Subscription Clause Samples

Initial Subscription. The Initial Subscribers hereby subscribe, and the Company accepts the Initial Subscribers' subscription, for the initial Membership Interests (the "Membership Interests") in the Company as described below: Covenant - 13% Swift - 16% ▇▇▇▇ - 28% U.S. Xpress - 13% M.S. - 14% ▇▇▇▇▇▇ - 16%

Initial Subscription. Subject to Section 2.3, the Company agrees to issue 9,000 Preferred Shares to the Purchaser on the first Business Day following the date hereof (the “Initial Closing Date”), and the Purchaser agrees to subscribe and pay for each of such 9,000 Preferred Shares, at a price per Preferred Share equal to the Preferred Share Issue Price, on the first Business Day following the date hereof (the time of such initial purchase, the “Initial Closing”). The issue price for the Preferred Shares shall be $10,000 per share (the “Preferred Share Issue Price”). The Preferred Shares issued on the Initial Closing Date shall, on such date, be (i) registered in the name of the Purchaser on the books of the Company (reflecting that the Purchaser is the original subscriber for the Preferred Shares and received the Preferred Shares upon original issuance) and (ii) delivered or caused to be delivered to the Purchaser in the form of one or more stock certificates representing the Preferred Shares.

Initial Subscription. 2.1 On the Initial Completion Date, the Company irrevocably undertakes to, and CPI shall procure that the Company shall, issue and allot, and the Subscriber shall, and Aroundtown shall procure that the Subscriber shall, subscribe for, the Initial Subscription Shares with all rights now or in the future attaching to them (including without limitation the right to receive all dividends, distributions and interest or any return of capital declared, made or paid on or after the Initial Completion Date) and free from all Encumbrances, on the terms of this Deed. The premium on each Redeemable Preference Share forming part of the Initial Subscription Shares issued in accordance with this Clause 2.1 shall be €8.68 (being the EPRA net asset value per Target Share shown in the Target’s audited financial statements as at 31 December 2020). 2.2 CPI hereby waives and shall procure the waiver of any restrictions (including all pre-emption rights) which may exist in relation to the issue and allotment of the Initial Subscription Shares. 2.3 The consideration for the Initial Subscription shall be the transfer by the Subscriber, or for or on behalf of the Subscriber, to the Company at Initial Completion of the 48,629,464 Target Shares held by the Subscriber (the “Consideration Shares”).

Initial Subscription. The Initial Stockholders hereby agree to purchase, and the Company hereby agrees to sell, Shares of the Common Stock for the subscription price of one ▇▇▇▇▇ ($.01) per Share, to each of the Stockholders, as listed in Schedule 1 attached hereto and in the amounts indicated thereon. Upon execution of this Agreement and payment of the subscription price and contribution to capital as herein above set forth, the Company shall issue fully paid and nonassessable Shares to the Initial Stockholders as set forth in Schedule 1.

Initial Subscription. 1. Concurrently with the issue of LP Units to the Underwriters pursuant to the Underwriting Agreement (the “Closing Time”), and subject to paragraphs E.8 and E.9 of this Agreement, BRPI shall, or shall cause its affiliates to, subscribe for and purchase from BREP and BREP shall issue and sell to BRPI or its affiliates, as applicable, 11,098,958 LP Units (the “Private Placement Units”) at a price per LP Unit equal to $36.048, being the dollar equivalent of the Public Price less underwriting commissions payable by BREP per LP Unit (the “Net BRPI Price”), for an aggregate price equal to $400,095,238 (the “Subscription Amount”) and on the other terms and conditions contained in this Agreement. BRPI shall satisfy its obligation to BREP to pay the Subscription Amount by paying to BREP at the Closing Time US$312,961,450 (representing the U.S. dollar equivalent of the Subscription Amount based on an exchange rate of US$1=$1.278417). 2. The closing of the purchase and sale of Private Placement Units will be held at the offices of Torys LLP in ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇. At the Closing Time, BREP shall deliver to BRPI a certificate representing the Private Placement Units registered in the name of BRPI or its affiliates, as applicable, or deposit or cause to be deposited the Private Placement Units in a brokerage account designated by BRPI, against payment to BREP by wire transfer of the Subscription Amount in accordance with paragraph A.1.

Initial Subscription. The Investor agrees to subscribe for the purchase of that number of shares of the Common Stock equal to the quotient obtained by dividing the Initial Purchase Price (as defined below) by the Initial Average Trading Price (the "Initial Shares")), for the Initial Purchase Price and the Corporation agrees to accept the subscription. Upon the Initial Closing Date, the Investor shall deliver to the Corporation funds in the amount of the Initial Purchase Price for the Initial Shares and the Corporation shall, at the Investor's request, deliver, or promptly after the Closing Date shall deliver, to the Investor a certificate or certificates representing the Initial Shares.

Initial Subscription. Subject to the terms and conditions set forth in this letter of commitment (this “Letter Agreement”), TPG Asia VI, L.P. (“Sponsor”) hereby commits to subscribe for, directly or indirectly through one or more intermediate entities controlled by Sponsor or its affiliates, 2,295,640 limited partnership interests of the Issuer (“Initial Subscription LP Interests”) at a price per Initial Subscription LP Interest of US$19.50 (the “Initial Subscription Commitment”) for an aggregate purchase price of US$44,764,971, pursuant to a subscription agreement in the form attached hereto as Exhibit A (the “Initial Subscription Agreement”). The financial models and detailed capital expenditure schedules and plans in respect of each of the Qingdao, Guangzhou and Haidian projects (each, an “Approved Project”) and the allocation of the Initial Subscription Commitment (the “Allocated Amount”) to each Approved Project is set forth in a disclosure schedule delivered by the Company to Sponsor on the date hereof (the “Disclosure Schedule”). If, at the time of the execution by Sponsor of the Initial Subscription Agreement, there is (a) an Updated Capex Schedule and Plan for the Haidian project that is not an Approved Plan or (b) an Updated Financial Model for the Haidian project that is not an Approved Financial Model or that reflects a projected return on investment that is less than the projected return on investment set forth in the Disclosure Schedule for the Haidian project (in either case, a “Haidian Project Change”), the Initial Subscription Commitment hereunder will be reduced by an amount equal to the Allocated Amount for the Approved Project for Haidian, and the Further Subscription Commitment shall be increased by an amount equal to the Allocated Amount for the Approved Project for Haidian.

Initial Subscription. The parties acknowledge that the initial offering of Units shall be limited to 300 Units for an aggregate subscription price for $1,500,000 hereto, or other such amount as determined by the General Partner (the “Initial Offering”).

Initial Subscription. Based on information provided by Licensee, SNL shall deliver to Licensee a Quotation which Licensee may accept to subscribe to particular Licensed Materials in accordance with the terms set forth therein. The Quotation shall identify the Licensed Materials to be provided, applicable subscription fees for the initial term , and other applicable terms and conditions. To subscribe to the Licensed Materials, Licensee must submit to SNL such Quotation without revision. Executing and submitting the Quotation constitutes agreement by Licensee to subscribe to the Licensed Materials in accordance with the terms in the Quotation as tendered to Licensee, the terms of this Agreement, and the terms of any other agreement or notice provided with or referenced in the Quotation to which Licensee is provided access. In the event of a conflict between the Quotation and this Agreement, the Quotation will control. SNL expressly rejects any additional or different terms, including but not limited to terms added or appended to the Quotation by Licensee. This Agreement and the initial term take effect upon SNL’s shipment of the Licensed Materials to Licensee. The person executing the Quotation on behalf of Licensee represents and warrants that he/she does so with the authority of Licensee and with the authority to bind Licensee by executing and submitting such documents. The license in this Agreement is contingent on Licensee’s full and timely (Net 30 days, unless otherwise stated in the Quotation) payment of SNL’s invoice for the Licensed Materials.