Common use of Redemption of the Rights Clause in Contracts

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of $0.001 per Right (payable in cash, shares of Common Stock or other consideration deemed appropriate by the Board and subject to adjustment); and/or o all, but not less than all, of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment). Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rights, the applicable Rights will terminate and the only right of the holders of these Rights will be to receive the $0.001 redemption price. No Rights as Stockholder. Until a Right is exercised, the holder will have no rights as a stockholder of CXP, including, without limitation, the right to vote or to receive dividends. Amendment of the Rights Agreement. Other than those provisions relating to the principal economic terms of the Rights, any of the provisions of the Rights Agreement may be amended by the Board at any time during the period in which the Rights are redeemable. At any time when the Rights are no longer redeemable, the provisions of the Rights Agreement may be amended by the Board only if the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be in the best interests of CXP and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by reference.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 10 percent or more (or 20 percent or more in the case of certain institutional investors who report their holdings on Schedule 13G) of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a share dividend or a share split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 10 percent or more (or 20 percent or more in the case of certain institutional investors who report their holdings on Schedule 13G) of the Common Shares and prior to the acquisition by the Acquiring Person of 50 percent of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or other securities of the Company having a value approximately equal to receive dividendsone Common Share. Amendment Expiration of the Rights: The Rights expire on the earliest of (1) 5:00 p.m., New York City time, on June 8, 2023 (unless such date is extended) or (2) the redemption or exchange of the Rights Agreement. Other than those provisions relating to the principal economic terms of the Rights, any of the provisions of the Rights Agreement may be amended by the Board at any time during the period in which the Rights are redeemable. At any time when the Rights are no longer redeemable, the provisions of the Rights Agreement may be amended by the Board only if the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be in the best interests of CXP and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by referencedescribed above.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 0.01 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.9% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 0.01 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision At any time after the date on which an Acquiring Person beneficially owns 4.9% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or other securities of the Company having a value approximately equal to receive dividendsone Common Share. Amendment Expiration of the Rights Agreement. Other than those provisions relating to The Rights expire on the principal economic terms earliest of (1) 5:00 p.m., New York City time, on March 3, 2023 (unless such date is extended); (2) the Rights, any of the provisions redemption or exchange of the Rights Agreement may be amended by as described above; (3) following (a) the first annual meeting of the stockholders of the Company after the adoption of the Plan if stockholders do not approve the Plan or (b) the first anniversary of the adoption of the Plan if the stockholders have not otherwise approved the Plan; (4) the repeal of Section 382 of the Code or any other change if the Board determines that the Plan is no longer necessary or desirable for the preservation of the Tax Benefits; (5) the time at which the Board determines that the Tax Benefits are fully utilized or no longer available pursuant to Section 382 of the Code or that an ownership change pursuant to Section 382 of the Code would not adversely impact in any material respect the time during the period in which the Rights are redeemable. At any time when Company could use the Rights are no longer redeemableTax Benefits, or materially impair the provisions amount of the Rights Agreement may Tax Benefits that could be amended used by the Company in any particular time period, for applicable tax purposes; or (6) a determination by the Board only if that the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that Plan is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be no longer in the best interests of CXP the Company and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by reference.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.90% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 4.90% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or to receive dividends. Amendment other securities of the Rights AgreementCompany having a value approximately equal to one Common Share. Other than those provisions relating to the principal economic terms Expiration of the Rights: The Rights expire on the earliest of (i) the Close of Business on December 31, any 2020; (ii) the time at which the rights are redeemed; (iii) the time at which the rights are exchanged; (iv) the close of business on the effective date of the provisions repeal of Section 382 or any other change if the Board, in its sole discretion, determines that this Plan is no longer necessary or desirable for the preservation of the Rights Agreement may be amended by Tax Benefits; (v) the time at which the Board at determines that the Tax Benefits are fully utilized or no longer available pursuant to Section 382 or that an ownership change pursuant to Section 382 would not adversely impact in any material respect the time during the period in which the Rights are redeemable. At Company could use the Tax Benefits, or materially impair the amount of the Tax Benefits that could be used by the Company in any particular time when period, for applicable tax purposes; or (vi) a determination by the Board, in its sole discretion and prior to the Distribution Date, that this Plan and the Rights are no longer redeemable, the provisions of the Rights Agreement may be amended by the Board only if the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be in the best interests of CXP the Company and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by referenceshareholders.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 0.01 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.9% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 0.01 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 4.9% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or other securities of the Company having a value approximately equal to receive dividendsone Common Share. Amendment Expiration of the Rights: The Rights expire on the earliest of (1) 5:00 p.m., New York City time, on September 6, 2019 (unless such date is extended); (2) the redemption or exchange of the Rights Agreement. Other than those provisions relating to as described above; (3) following (a) the principal economic terms first annual meeting of the Rights, any stockholders of the provisions Company after the adoption of the Rights Agreement may be amended by Plan if stockholders do not approve the Plan or (b) the first anniversary of the adoption of the Plan if the stockholders have not otherwise approved the Plan; (4) the repeal of Section 382 of the Code or any other change if the Board determines that the Plan is no longer necessary or desirable for the preservation of the Tax Benefits; (5) the time at which the Board determines that the Tax Benefits are fully utilized or no longer available pursuant to Section 382 of the Code or that an ownership change pursuant to Section 382 of the Code would not adversely impact in any material respect the time during the period in which the Rights are redeemable. At any time when Company could use the Rights are no longer redeemableTax Benefits, or materially impair the provisions amount of the Rights Agreement may Tax Benefits that could be amended used by the Company in any particular time period, for applicable tax purposes; or (6) a determination by the Board only if that the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that Plan is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be no longer in the best interests of CXP the Company and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by reference.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.90% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 4.90% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or to receive dividends. Amendment other securities of the Rights AgreementCompany having a value approximately equal to one Common Share. Other than those provisions relating to the principal economic terms Expiration of the Rights: The Rights expire on the earliest of (i) the Close of Business on June 24, any 2016; (ii) the time at which the rights are redeemed; (iii) the time at which the rights are exchanged; (iv) the close of business on the effective date of the provisions repeal of Section 382 or any other change if the Board, in its sole discretion, determines that this Plan is no longer necessary or desirable for the preservation of the Rights Agreement may be amended by Tax Benefits; (v) the time at which the Board at determines that the Tax Benefits are fully utilized or no longer available pursuant to Section 382 or that an ownership change pursuant to Section 382 would not adversely impact in any material respect the time during the period in which the Rights are redeemable. At Company could use the Tax Benefits, or materially impair the amount of the Tax Benefits that could be used by the Company in any particular time when period, for applicable tax purposes; or (vi) a determination by the Board, in its sole discretion and prior to the Distribution Date, that this Plan and the Rights are no longer redeemable, the provisions of the Rights Agreement may be amended by the Board only if the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be in the best interests of CXP the Company and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by referenceshareholders.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 0.01 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.99% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 0.01 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 4.99% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or other securities of the Company having a value approximately equal to receive dividendsone Common Share. Amendment Expiration of the Rights: The Rights expire on the earliest of (1) 5:00 p.m., New York City time, on November 21, 2019 (unless such date is extended); (2) the redemption or exchange of the Rights Agreement. Other than those provisions relating to as described above; (3) following (a) the principal economic terms first annual meeting of the Rights, any stockholders of the provisions Company after the adoption of the Rights Agreement may be amended by Plan if stockholders do not approve the Plan or (b) the first anniversary of the adoption of the Plan if the stockholders have not otherwise approved the Plan; (4) the repeal of Section 382 of the Code or any other change if the Board determines that the Plan is no longer necessary or desirable for the preservation of the Tax Benefits; (5) the time at which the Board determines that the Tax Benefits are fully utilized or no longer available pursuant to Section 382 of the Code or that an ownership change pursuant to Section 382 of the Code would not adversely impact in any material respect the time during the period in which the Rights are redeemable. At any time when Company could use the Rights are no longer redeemableTax Benefits, or materially impair the provisions amount of the Rights Agreement may Tax Benefits that could be amended used by the Company in any particular time period, for applicable tax purposes; or (6) a determination by the Board only if that the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that Plan is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be no longer in the best interests of CXP the Company and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by reference.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.99% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 4.99% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or other securities of the Company having a value approximately equal to receive dividendsone Common Share. Amendment Expiration of the Rights: The Rights expire on the earliest of (i) 5:00 p.m., New York time, on the date that the votes of the stockholders of the Company, with respect to the Company’s 2015 Annual Meeting of Stockholders, are certified, unless the continuation of the Rights Agreement. Other than those provisions relating to Plan is approved by the principal economic terms affirmative vote of the Rights, any majority of the provisions of votes cast at the Rights Agreement may be amended by meeting (or any adjournment or postponement thereof) duly held in accordance with the Board Company’s Amended and Restated Bylaws, as amended, and applicable law; (ii) 5:00 p.m., New York time, on June 4, 2018; (iii) the time at any time during the period in which the Rights are redeemable. At redeemed or exchanged under the Benefit Plan; (iv) the repeal of Section 382 or any time when successor statute and the Rights are Board’s determination that the Benefit Plan is no longer redeemable, the provisions necessary for preservation of the Rights Agreement Tax Benefits; or (v) the beginning of a taxable year of the Company to which the Board determines that no Tax Benefits may be amended by the Board only if the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be in the best interests of CXP and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by referencecarried forward.

Redemption of the Rights. At any time until a public announcement that a person or group of affiliated or associated persons has acquired, or obtained The Rights will be redeemable at the right to acquire beneficial ownership of shares of Common Stock and/or Class B Common Stock representing, in the aggregate, 15% or more of the total number of votes entitled to be cast generally (other than in an election of directors) by the holders of Common Stock and Class B Common Stock then outstanding, voting together as a class, CXP may redeem: o all, but not less than all, of the Class A Rights at a price of Company’s option for $0.001 0.01 per Right (payable in cash, shares of Common Stock Shares or other consideration deemed appropriate by the Board and subject Board) at any time on or prior to adjustment); and/or o all, but not less than all, the 10th business day (or such later date as may be determined by the Board) after the public announcement that an Acquiring Person has acquired beneficial ownership of 4.99% or more of the Class B Rights at a price of $0.001 per Right (payable in cash, shares of Class B Common Stock or other consideration deemed appropriate by the Board and subject to adjustment)Shares. Immediately upon the action of the Board ordering redemption of the Class A Rights and/or the Class B Rightsredemption, the applicable Rights will terminate and the only right of the holders of these the Rights will be to receive the $0.001 0.01 redemption price. No Rights as StockholderThe redemption price will be adjusted if the Company undertakes a stock dividend or a stock split. Until a Right is exercisedExchange Provision: At any time after the date on which an Acquiring Person beneficially owns 4.99% or more of the Common Shares and prior to the acquisition by the Acquiring Person of 50% of the Common Shares, the holder will Board may exchange the Rights (except for Rights that have no rights previously been voided as a stockholder set forth above), in whole or in part, for Common Shares at an exchange ratio of CXP, including, without limitationone Common Share per Right (subject to adjustment). In certain circumstances, the right Company may elect to vote exchange the Rights for cash or other securities of the Company having a value approximately equal to receive dividendsone Common Share. Amendment Expiration of the Rights: The Rights expire on the earliest of (i) 5:00 p.m., New York City time, on April 25, 2017 (unless such date is extended); (ii) the redemption or exchange of the Rights Agreement. Other than those provisions relating to as described above; (iii) the principal economic terms close of business on the effective date of the Rightsrepeal of Section 382 or any other change if the Board, any in its sole discretion, determines that the Plan is no longer necessary or desirable for the preservation of the provisions of Tax Benefits; (iv) the Rights Agreement may be amended by time at which the Board at determines that the Tax Benefits are fully utilized or no longer available pursuant to Section 382 or that an ownership change pursuant to Section 382 would not adversely impact in any material respect the time during the period in which the Rights are redeemable. At Company could use the Tax Benefits, or materially impair the amount of the Tax Benefits that could be used by the Company in any particular time when period, for applicable tax purposes; or (v) a determination by the Board, in its sole discretion and prior to the Distribution Date, that the Plan and the Rights are no longer redeemable, the provisions of the Rights Agreement may be amended by the Board only if the amendment does not adversely affect the interest of holders of Rights (excluding the interest of any Acquiring Person) or cause the Rights to become redeemable again. Periodic Review. The Board will appoint a committee (the "TIDE COMMITTEE") that is comprised of at least three (3) directors of CXP who are not officers, employees or affiliates of CXP, to review and evaluate the Rights Agreement, at least every three (3) years or sooner if any person shall become an Acquiring Person, in order to consider whether the maintenance of the Rights Agreement continues to be in the best interests of CXP the Company and its stockholders. Following each such review, the TIDE Committee will communicate its conclusions to the full Board, including any recommendation as to whether the Rights Agreement should be modified or the Rights should be redeemed. A copy of the Rights Agreement has been filed with the Securities and Exchange Commission as an Exhibit to a Registration Statement on Form 8-A filed on [ _______, 2003]. A copy of the Rights Agreement is available free of charge from the Rights Agent. This summary description of the Rights does not purport to be complete and is qualified in its entirety by reference to the Rights Agreement, which is incorporated herein by reference.