Identify and update from time to time those accounting policies utilized by the Company in the preparation of its consolidated financial statements that involve estimates and assumptions that may significantly affect the amounts reported in those financial statements (the “Company’s Critical Accounting Policies”); and

Identify and update from time to time those risk factors that may significantly affect the business, operations and assets of the Company (the “Company’s Critical Risk Factors”).

The Disclosure Committee shall consist of such officers and employees of the Company or its affiliates as the Chief Executive Officer appoints from time to time.

The initial charter (“Charter”) of the Disclosure Committee shall be that charter set forth as Annex I to this Disclosure Controls Policy, which charter is hereby adopted.

The terms and provisions of the Charter may be modified and terminated from time to time by order of the Chief Executive Officer.

The membership of the Disclosure Committee may be altered from time to time in accordance with the provisions of the Charter.

The Disclosure Committee shall have responsibility for the compliance with this Disclosure Controls Policy of:

Public Statements, which shall mean each communication with the media, including press releases containing financial information, earnings guidance, information about material acquisitions or dispositions, conference call scripts or other information material to the Company’s security holders, and each communication directly with the Company’s investors, including annual reports, proxy statements and other interim or special reports.

The Disclosure Committee shall be responsible for identifying the Company’s Critical Accounting Policies and Critical Risk Factors. The Disclosure Committee shall identify and appoint an individual or individuals within the organization of the Company and its affiliates whose job responsibilities include (i) verifying information peculiar to each Critical Accounting Policy and each Critical Risk Factor and (ii) monitoring changes in reporting requirements relating to accounting standards, financial reporting requirements, Securities and Exchange Commission reporting and disclosure requirements, and stock exchange reporting and disclosure requirements applicable to the Company, and disseminating any new or revised requirements to the appropriate individuals throughout such organizations (any such individual, a “Responsible Person”).

The Disclosure Committee shall be responsible for maintaining, evaluating and revising on a periodic basis a form of disclosure checklist (“Disclosure Checklist”) applicable to Disclosure Statements in their various formats, which Disclosure Checklist shall include, among other things, all of the Company’s Critical Accounting Policies and Critical Risk Factors.

Prior to the filing of any Disclosure Statement, the Disclosure Committee shall:

Obtain from each appropriate Responsible Person a confirmation that the disclosed information in the Disclosure Statement is, to the extent it is based on the information for which the Responsible Person is responsible, in compliance with the applicable disclosure standard (but that confirmation need not be written unless required by the Disclosure Committee);

Based on confirmations from appropriate Responsible Persons and review of the Disclosure Statement and inquiries regarding the information contained therein, complete a Disclosure Checklist and deliver the same to the Senior Officers;

Respond to any inquiries of the Senior Officers regarding the contents of the Disclosure Statement and compliance of the information contained therein with the applicable disclosure standard; and Review the Disclosure Statement sufficiently in advance of its required filing date to help ensure that the report meets all applicable securities law requirements and, if applicable, accurately and fairly reflects the Company’s financial condition.

Prior to the release of any Public Statement:

To the extent the Public Statement includes historical or projected financial information relating to the Company, such as an earnings release or an annual report to unitholders, the Disclosure Committee shall:

obtain confirmations from appropriate Responsible Persons with respect to the Company’s Critical Accounting Policies;

based on confirmations from those appropriate Responsible Persons and review of the Public Statement and inquiries regarding the information contained therein, complete a Disclosure Checklist and deliver the same to the Senior Officers; and

respond to any inquiries of the Senior Officers regarding the contents of the Public Statement and compliance of the information contained therein with the applicable disclosure standard.

To the extent the Public Statement does not include historical or projected financial information relating to the Company, the Disclosure Committee shall utilize such of the Disclosure Statement Procedures in verifying that the information contained therein conforms to the applicable disclosure standard as the Disclosure Committee shall in its discretion deem advisable or as the Senior Officers may request.

The process of monitoring the integrity and effectiveness of the Disclosure Controls.

Review and supervision of the preparation of the Company’s (i) periodic and current reports, information statements, registration statements and any other information filed with or furnished to the SEC, (ii) offering circulars or similar documents distributed in connection with private placements and other securities offerings exempt from federal registration, (iii) press releases containing financial information, earnings guidance, information about material acquisitions or dispositions, conference call scripts or other information material to the Company’s security holders (determined in accordance with procedures approved by the Committee), and (iv) correspondence broadly disseminated to security holders (collectively, the “Disclosure Statements”). At the request of a Senior Officer, the Committee will review for compliance with the Company’s Disclosure Policy any (a) presentations to analysts and the investment community, (b) presentations to ratings agencies and lenders, and (c) disclosure policies with respect to and the content of the Company’s website.

To the extent necessary or desirable in the Committee’s discretion, solicitation of review of Disclosure Statements by the Company’s independent auditors and outside counsel for compliance with applicable accounting and legal requirements.

Evaluation of the effectiveness of the Disclosure Controls as of the end of the reporting period covered by each of the Company’s Annual Reports on Form 10-K and each Quarterly Report on Form 10-Q (collectively, the “periodic reports”).

Discussions with the Senior Officers regarding all relevant information with respect to the Committee’s proceedings, the preparation of the Disclosure Statements and the Committee’s evaluation of the effectiveness of the Disclosure Controls.

Provision of a certification to the Senior Officers prior to the filing with the SEC of each periodic report as to (i) the Committee’s compliance with the Disclosure Controls and proper performance of its responsibilities thereunder and (ii) the Committee’s conclusions resulting from its evaluation of the effectiveness of the Disclosure Controls.