Common use of Officer’s Certificates Clause in Contracts

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Time and, as to the Option Shares, the Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, as the case may be, there shall be furnished to the Representative Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentatives, to the effect that:

Officer’s Certificates. At the Closing Date and any Time and, as to the Option Shares, the Option Closing Date, there shall be furnished to the Representative Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentatives, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, as the case may be, there shall be furnished to the Representative Underwriters an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any and, as to the Option Shares, the Option Closing Date, there shall be furnished to the Representative Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentatives, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative Underwriter an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersUnderwriter, to the effect that:

Officer’s Certificates. At On the Closing Date and any Option Closing Date, there each Transaction Entity shall be have furnished to the Representative an accurate Representatives a certificate, dated as of the date Closing Date, of its delivery, signed by each of the Chief Executive Officer or its general partner’s chief executive officer and the Chief Financial Officer of the Company, chief financial officer in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriterswhich such officers shall state that, to the effect thatbest of their knowledge after reasonable investigation:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate Placement Agent a certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersPlacement Agent, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Interim Chief Executive Officer and the Vice President, Finance, Controller and Chief Financial Accounting Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, as the case may be, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At On the Closing Date and any Option Closing Date, there the Company shall be furnished have delivered to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, Purchaser a certificate in form and substance satisfactory to the Representative Purchaser and counsel the Purchaser’s counsel, executed by a senior officer of the Company, certifying as to satisfaction of the UnderwritersClosing Date conditions, to the effect that:incumbency of signing officers, and the true, correct and complete nature of the Certificate of Incorporation, By-Laws, good standing and authorizing resolutions of the Company.

Officer’s Certificates. At the Closing Date and any and, as to the Option Shares, each Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At the Closing Date and at any Option Additional Closing Date, there shall be furnished to the Representative an accurate Selling Agents a certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, Selling Agents to the effect thatthat each signer has carefully examined the Offering Statement, the Final Offering Circular and the Pricing Disclosure Materials, and that to each of such person’s knowledge:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative Underwriter an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersUnderwriter, to the effect that:

Officer’s Certificates. At On the Closing Date and any Option Closing Date, there each Company and the Operating Partnership shall be have furnished to the Representative an accurate Representatives a certificate, dated as of the date Closing Date, of its delivery, signed by each of the Chief Executive Officer or its general partner’s chief executive officer and the Chief Financial Officer of the Company, chief financial officer in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriterswhich such officers shall state that, to the effect thatbest of their knowledge after reasonable investigation:

Officer’s Certificates. (i) At the First Closing Date and any Option Closing Date, as the case may be, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At On the date of this Agreement and on the Closing Date and any Option or each Additional Closing Date, there as the case may be, the Company shall be have furnished to the Representative an accurate Representatives a certificate, dated the date respective dates of delivery thereof and addressed to the Underwriters, of its delivery, signed by each of Chief Accounting Officer with respect to certain financial and operating information contained in the Chief Executive Officer Pricing Disclosure Package and the Chief Financial Officer of the Company, in their capacities as such, and not individuallyProspectus providing “management comfort” with respect to such information, in form and substance reasonably satisfactory to the Representative and counsel to the Underwriters, to the effect that:Representatives.

Officer’s Certificates. At On the Closing Date and any Option Closing Date, there each of the Company and the Operating Partnership shall be have furnished to the Representative an accurate Representatives a certificate, dated as of the date Closing Date, of its delivery, signed by each of the Chief Executive Officer or its general partner’s chief executive officer and the Chief Financial Officer of the Company, chief financial officer in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriterswhich such officers shall state that, to the effect thatbest of their knowledge after reasonable investigation:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer Vice President, Finance of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer Vice President, Finance of the Company, in their capacities as such, and {00496218.DOCX.4} - 26 - not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentatives, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Interim Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative Representatives and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At the Closing Date and any Option the Second Closing Date, as the case may be, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentative, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer Vice President, Finance of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the Underwriters, to the effect that:

Officer’s Certificates. At On the Closing Date and any Option Closing Date, there the Company shall be furnished have delivered to the Representative an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, Purchasers a certificate in form and substance satisfactory to the Representative Purchasers and counsel the Purchasers’ counsel, executed by a senior officer of the Company, certifying as to satisfaction of the UnderwritersClosing Date conditions, to the effect that:incumbency of signing officers, and the true, correct and complete nature of the Certificate of Incorporation, By-Laws, good standing and authorizing resolutions of the Company.

Officer’s Certificates. At the Closing Date and and, as to the Option Shares, any Option Closing Date, there shall be furnished to the Representative Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the Company, in their capacities as such, and not individually, in form and substance satisfactory to the Representative and counsel to the UnderwritersRepresentatives, to the effect that:

Officer’s Certificates. At the Closing Date and any Option Closing Date, there shall be furnished to the Representative Co-Representatives an accurate certificate, dated the date of its delivery, signed by each of the Chief Executive Officer and the Chief Financial Officer of the CompanyOfficer, in their capacities as such, and not individually, in form and substance satisfactory to the Representative Co-Representatives and counsel to the Underwriters, to the effect that: