Ownership Limit Waiver Agreement Sample Contracts

Epr Properties – OWNERSHIP LIMIT WAIVER AGREEMENT (November 30th, 2017)

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”).

Epr Properties – OWNERSHIP LIMIT WAIVER AGREEMENT (August 4th, 2017)

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”).

Hospitality Investors Trust, Inc. – OWNERSHIP LIMIT WAIVER AGREEMENT (March 31st, 2017)

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).

Epr Properties – OWNERSHIP LIMIT WAIVER AGREEMENT (November 3rd, 2016)

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”).

Owens Realty Mortgage, Inc. – OWNERSHIP LIMIT WAIVER AGREEMENT (March 29th, 2016)

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.

Epr Properties – OWNERSHIP LIMIT WAIVER AGREEMENT (July 10th, 2015)

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").

Epr Properties – OWNERSHIP LIMIT WAIVER AGREEMENT (November 6th, 2014)

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”).

Omega Healthcare Investors Inc – OWNERSHIP LIMIT WAIVER AGREEMENT (November 5th, 2014)

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”).

Omega Healthcare Investors Inc – OWNERSHIP LIMIT WAIVER AGREEMENT (November 5th, 2014)

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”).

Lexington Realty Trust – FIRST AMENDMENT TO OWNERSHIP LIMIT WAIVER AGREEMENT (BLACKROCK) (April 29th, 2014)

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.

Lexington Realty Trust – SECOND AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO) (December 6th, 2010)

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.

Lexington Realty Trust – OWNERSHIP LIMIT WAIVER AGREEMENT (BLACKROCK) (November 24th, 2010)

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 BlackRock, Inc. (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.

Lexington Realty Trust – OWNERSHIP LIMIT WAIVER AGREEMENT (COHEN & STEERS) (November 24th, 2010)

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.

Lexington Realty Trust – AMENDMENT NO. 1 TO AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO) (April 27th, 2009)

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.

Lexington Realty Trust – AMENDED AND RESTATED OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO) (November 6th, 2008)

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.

Lexington Realty Trust – OWNERSHIP LIMIT WAIVER AGREEMENT (VORNADO) (January 8th, 2007)

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.

Lexington Realty Trust – OWNERSHIP LIMIT WAIVER AGREEMENT (APOLLO) (January 8th, 2007)

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 Apollo Real Estate Investment Fund III, L.P. (“AREIF 3”), a Delaware limited partnership (together with any entity at least 99% of the voting securities of which are owned by AREIF 3, “Apollo”). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Declaration.

First Union Real Estate Equity & Mortgage Investments – OWNERSHIP LIMIT WAIVER AGREEMENT (FIRST UNION) THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this "Agreement"), dated as of November 7, 2005, is between Newkirk Realty Trust, Inc., a Maryland corporation (the "Company"), and First Union Real Estate Equity and Mortgage Investments ("First Union"), an unincorporated association in the form of an Ohio business trust (together with any entity at least 99% of the voting stock of which is owned by First Union, "Buyer"). Capitalized terms used, but not otherwise defined, in this Agreement shall have the meanings given to them in the hereinafter-mentioned Ar (November 10th, 2005)
Aames Investment Corp – OWNERSHIP LIMIT WAIVER AGREEMENT (September 15th, 2005)

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”).

Mills Corp – OWNERSHIP LIMIT WAIVER AGREEMENT (March 31st, 2003)

THIS OWNERSHIP LIMIT WAIVER AGREEMENT (this "Agreement"), dated as of May 14, 2002, is entered into by and among The Mills Corporation, a Delaware corporation (the "Company"), Kan Am Limited Partnership, a Delaware limited partnership ("KanAm"), and the affiliates of KanAm identified on Schedule 1 hereto, as may be amended from time to time as set forth herein (the "KanAm Affiliates"; collectively with KanAm, the "KanAm Group").