Common use of Contributing Members Clause in Contracts

Contributing Members. By executing the signature page to this Agreement, subject to the terms and conditions hereof, (i) each Contributing Member, if an Accredited Investor, hereby agrees, in exchange for such Contributing Member’s Contributing Member Interests, to subscribe for and receive, and the OP agrees to issue, the Contributing Member’s portion of the Offered OP Units to such Contributing Member on the closing date of the IPO (the “Closing Date”) as set forth in Section 1.02, and (ii) each Contributing Member (A) consents to the Consolidation Transactions and to the applicable Assignment and Assumption Agreements with respect to the Existing Entities in which such Contributing Member holds a Contributing Member Interest, (B) waives any right such Contributing Member may have to elect to receive any cash or other consideration, respectively, under the organizational documents for any of the Existing Entities, and (C) irrevocably agrees, upon satisfaction of the conditions in Sections 2.01 of this Agreement, to receive in exchange for such Contributing Member Interests (1) the Offered OP Units or, (2) if the Contributing Member is not an Accredited Investor, to accept the Non-Accredited Investor Payment, or (3) if, in certain limited circumstances set forth in Section 1.01(c), the Company or the OP determine to pay cash, to accept the Cash in Lieu Payment (as hereinafter defined).