Notice of Disqualifying Disposition of ISO Shares. If the Option granted to Participant herein is an ISO, and if Participant sells or otherwise disposes of any of the Shares acquired pursuant to the ISO on or before the later of # the date two (2) years after the Date of Grant, or # the date one (1) year after the date of exercise, Participant shall immediately notify the Company in writing of such disposition. Participant agrees that Participant may be subject to income tax withholding by the Company on the compensation income recognized by Participant.

If Shares acquired upon exercise of an Incentive Stock Option are disposed of in a disqualifying disposition within the meaning of Section 422 of the Code by an Optionee prior to the expiration of either two years from the date of grant of such Option or one year from the transfer of Shares to the Optionee pursuant to the exercise of such Option, or in any other disqualifying disposition within the meaning of Section 422 of the Code, such Optionee shall notify the Company in writing as soon as practicable thereafter of the date and terms of such disposition and, if the Company thereupon has a tax-withholding obligation, shall pay to the Company an amount equal to any withholding tax the Company is required to pay as a result of the disqualifying disposition.

From time to time ​ and ​ may agree that certain ISO Containers are no longer necessary for the performance and purposes of the Agreement. In that case, ​ shall have a right of first offer for some or all of such ISO Containers, such right to be exercised no later than thirty (30) Days following notice by ​ of ​’s intent to sell such ISO Containers. In the event ​ does not purchase the ISO Containers, ​ may require ​ to act as agent of the ​ to sell those ISO Containers on behalf of ​, in which case ​ shall be entitled to the proceeds of sale (net of a five percent (5%) commission for ​ (excluding any sales to Transporter or any Affiliate of Transporter), the reasonable personnel and out of pocket costs and expenses of such sale incurred and paid by ​ and not otherwise reimbursed by ​). ​ shall use reasonable efforts to obtain for ​ the highest sales price for ISO Containers to be sold. For the absence of doubt, the ​ shall cause each sold ISO Container to be in the condition required by [Section 2(c)] of this Exhibit.

Disposition of Hedge Shares. ​ hereby agrees that if, in the good faith reasonable judgment of ​, based on the advice of counsel, the Shares (the “Hedge Shares”) acquired by ​ for the purpose of hedging its obligations pursuant to the Transaction in a commercially reasonable manner cannot be sold in the U.S. public market by ​ without registration under the Securities Act, ​ shall, at its election: # in order to allow ​ to sell the Hedge Shares in a

If any Grantee shall make any disposition of shares of Common Stock issued pursuant to the exercise of an Incentive Option or Incentive Warrant under the circumstances described in Section 421(b) of the Code (relating to certain disqualifying dispositions), such Grantee shall notify the Company of such disposition within ten (10) days hereof.

Disqualifying Activity. Notwithstanding any other provision of this Agreement, if the Committee determines that Participant is engaging in, or has engaged in, a Disqualifying Activity, the provisions of [Section 10(b)] of the Plan will apply.

Disqualifying Activity. If the Committee determines that the Participant has engaged or is engaging in any Disqualifying Activity, then:

Disposition of Warrant or Shares. With respect to any offer, sale or other disposition of this Warrant or any shares of Applicable Stock acquired pursuant to the exercise of this Warrant, the Holder agrees to give written notice to the Company prior thereto, describing briefly the manner

Early Disposition. The Employee agrees to notify ​ in writing immediately after the Employee transfers any Option Shares, if such transfer occurs on or before the later of # the date that is two years after the date of this Agreement or # the date that is one year after the date on which the Employee acquired such Option Shares. The Employee also agrees to provide ​ with any information concerning any such transfer required by ​ for tax purposes.

Disposition Fees. If the Advisor or any of its Affiliates provide a substantial amount of services (as determined by the Independent Directors) in connection with a Sale, the Advisor or such Affiliate shall receive a fee at the closing (the “Disposition Fee”) equal to the lesser of (i) (A) one-half of the aggregate brokerage commissions paid, (including the Disposition Fee) or # if no brokerage commission is paid to any third party, the amount customarily paid or # 3.0% of the Contract Sales Price whichever is less. The payment of any Disposition Fees by the Company shall be subject to the limitations contained in the Charter. The Advisor shall submit an invoice to the Company following the closing or closings of each disposition, accompanied by a computation of the Disposition Fee. The Disposition Fee may or may not be taken, in whole or in part, as to any year in the sole discretion of the Advisor. All or any portion of the Disposition Fees not taken as to any fiscal year shall be deferred without interest and may be paid in such other fiscal year as the Advisor shall determine.