Cole Credit Property Trust III, Inc. Sample Contracts

AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 5th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts • New York

This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into, as of June 3, 2013, among Cole REIT III Operating Partnership, LP, a Delaware limited partnership (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 23rd, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the [22nd] day of October, 2013, by and between Cole Real Estate Investments, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).

AMENDED AND RESTATED ADVISORY AGREEMENT
Advisory Agreement • October 7th, 2010 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

This AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”) is entered into on this 1st day of October, 2010, by and between COLE CREDIT PROPERTY TRUST III, INC., a Maryland corporation (the “Company”), and COLE REIT ADVISORS III, LLC, a Delaware limited liability company (the “Advisor”).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • January 18th, 2012 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

This CREDIT AGREEMENT (“Agreement”) is entered into, as of June 27, 2011, among Cole REIT III Operating Partnership, LP, a Delaware limited partnership (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

ESCROW AGREEMENT
Escrow Agreement • October 9th, 2008 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

COLE CREDIT PROPERTY TRUST III, INC., a Maryland corporation (the “Company”), will issue in a public offering (the “Offering”) shares of its common stock (the “Stock”) pursuant to a registration statement on Form S-11 filed by the Company with the Securities and Exchange Commission. Cole Capital Corporation, an Arizona corporation (the “Dealer Manager”), will act as dealer manager for the offering of the Stock. The Company is entering into this agreement to set forth the terms on which UMB BANK, N.A. (the “Escrow Agent”), will, except as otherwise provided herein, hold and disburse the proceeds from subscriptions for the purchase of the Stock in the Offering until such time as: (i) in the case of subscriptions received from all nonaffiliates of the Company, the Company has received subscriptions for Stock resulting in a total of 250,000 shares ($2,375,000) of common stock sold in the offering (the “Required Capital”); and (ii) in the case of subscriptions received from residents of Pen

CREDIT AGREEMENT Dated as of June 27, 2011 among COLE REIT III OPERATING PARTNERSHIP, LP, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMORGAN CHASE BANK, N.A., as Syndication Agent, U.S. BANK...
Credit Agreement • July 22nd, 2011 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

This CREDIT AGREEMENT (“Agreement”) is entered into, as of June 27, 2011, among Cole REIT III Operating Partnership, LP, a Delaware limited partnership (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

AGREEMENT AND PLAN OF MERGER By and Among AMERICAN REALTY CAPITAL PROPERTIES, INC., CLARK ACQUISITION, LLC, And COLE REAL ESTATE INVESTMENTS, INC. Dated as of October 22, 2013
Merger Agreement • October 23rd, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts • Maryland

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 22, 2013 (this “Agreement”), is made by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), Clark Acquisition, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“Merger Sub”), and Cole Real Estate Investments, Inc., a Maryland corporation (the “Company”).

COLE CREDIT PROPERTY TRUST III, INC. Up to 275,000,000 Shares of Common Stock DEALER MANAGER AGREEMENT September 17, 2010
Dealer Manager Agreement • September 17th, 2010 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

Cole Credit Property Trust III, Inc., a Maryland corporation (the “Company”), is registering for a public sale a maximum of 275,000,000 shares of its common stock, $0.01 par value per share (the “Offering”), of which amount 250,000,000 shares are to be offered to the public for $10.00 per share (collectively the “Shares” or the “Stock”) and an additional up to 25,000,000 shares are to be offered pursuant to the Company’s distribution reinvestment plan at $9.50 per share until such time as the Company’s board of directors determines a reasonable estimate of the value of our shares. Thereafter, the per share offering price under the Company’s distribution reinvestment plan will be the most recent estimated value per share as determined by the Company’s board of directors as described in the “Summary of Distribution Reinvestment Plan” section of the Prospectus (as defined below). The Company reserves the right to reallocate the Shares included in the Offering between those offered to the

SECURITY AGREEMENT
Security Agreement • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

THIS SECURITY AGREEMENT (this “Agreement”) is made and entered into as of January 15, 2009, by and between Cole REIT III Operating Partnership, LP, a Delaware limited partnership (“Grantor”), whose address is 2555 East Camelback Road, Suite 400, Phoenix, Arizona 85016, and Series D, LLC, an Arizona limited liability company (“Lender”), whose address is 2555 East Camelback Road, Suite 400, Phoenix, Arizona 85016.

EMPLOYMENT AGREEMENT
Employment Agreement • June 20th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts • Arizona

THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated June 18, 2013, is entered into by and among COLE REAL ESTATE INVESTMENTS, INC., a Maryland corporation (the “Company”), COLE REIT III OPERATING PARTNERSHIP, LP (the “Partnership”) and Jeffrey C. Holland (the “Executive” and, together with the Company and the Partnership, the “Parties”).

PROMISSORY NOTE (SECURED) $1,220,000.00 Loan No. 02-62113557 Date: August 31, 2009
Promissory Note • November 2nd, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts
PROPERTY MANAGEMENT AND LEASING AGREEMENT
Property Management and Leasing Agreement • October 9th, 2008 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

This PROPERTY MANAGEMENT AND LEASING AGREEMENT (this “Management Agreement”) is made and entered into as of the 8th day of October, 2008, by and among COLE CREDIT PROPERTY TRUST III, INC., a Maryland corporation (“CCPT III”), COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“CCPT III OP”), and COLE REALTY ADVISORS, INC., an Arizona corporation (the “Manager”).

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of January 15, 2009, between SERIES D, LLC, an Arizona limited liability company (“Seller”) having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016, and COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Purchaser”), having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016.

STATE OF GEORGIA COUNTY OF CARROLL This instrument was prepared by: Monique Olivier, Esq. Pepler Mastromonaco LLP San Francisco, CA 94105 Recording requested by and when recorded return to: WELLS FARGO BANK, N.A. Commercial Mortgage Origination...
Deed to Secure Debt • November 2nd, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

THIS DEED TO SECURE DEBT AND ABSOLUTE ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (“Security Deed”), dated as of August 31, 2009 (the “Effective Date”), is executed by COLE CB BREMEN GA, LLC, a Delaware limited liability company (“Grantor”), with an office at c/o Cole REIT III Operating Partnership, LP, 2555 E. Camelback Road, Suite 400, Phoenix, Arizona 85016, for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION, with a mailing address at 5938 Priestly Drive, Suite 200, Carlsbad, California 92008 (“Grantee”).

Attention: CMO Loan Admin. Loan No.: 02-62113748 Unit No.: 568 Tax Parcel No.: 50-(3)-2 DEED OF TRUST, ABSOLUTE ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (AND FIXTURE FILING)
Deed of Trust, Absolute Assignment of Rents and Leases and Security Agreement • November 2nd, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

This DEED OF TRUST, ABSOLUTE ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (AND FIXTURE FILING) (this “Deed of Trust”), dated as of August 31, 2009 (the “Effective Date”), is executed by COLE CB WAYNESBORO VA, LLC, a Delaware limited liability company (“Grantor”), with an office at c/o Cole REIT III Operating Partnership, LP, 2555 E. Camelback Road, Suite 400, Phoenix, Arizona 85016, grantor for indexing purposes, in favor of ALEXANDER TITLE AGENCY, INCORPORATED, a Virginia corporation, as Trustee (“Trustee”), grantee for indexing purposes ,whose mailing address is 5875 Trinity Parkway Suite 210, Centreville, Virginia 20120, for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”), with a mailing address of 5938 Priestly Drive, Suite 200, Carlsbad, California 92008.

LOAN AGREEMENT Dated as of May 19, 2010 By and among THE ENTITIES SET FORTH ON SCHEDULE I ATTACHED HERETO, collectively, as Borrower and JPMORGAN CHASE BANK, N.A., as Lender
Loan Agreement • August 2nd, 2010 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

THIS LOAN AGREEMENT, dated as of May 19, 2010 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between JPMORGAN CHASE BANK, N.A., a banking association chartered under the laws of the United States of America, having an address at 383 Madison Avenue, New York, New York 10179 (“Lender”) and THE ENTITIES SET FORTH ON SCHEDULE I ATTACHED HERETO, each having an address at 2555 East Camelback Road, Ste. 400, Phoenix, Arizona 85016 (each, an “Individual Borrower” and, collectively, “Borrower”).

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF COLE REIT III OPERATING PARTNERSHIP, LP May 6, 2008
Limited Partnership Agreement • October 9th, 2008 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Delaware

This Agreement of Limited Partnership is entered into effective as of the 6th day of May, 2008, by and among Cole Credit Property Trust III, Inc., a Maryland corporation, Cole REIT Advisors III, LLC, a Delaware limited liability company (the “Original Limited Partner”), and the Limited Partner(s) set forth or which may, in the future, be set forth on Exhibit A hereto, as amended from time to time, with respect to Cole REIT III Operating Partnership, LP, a limited partnership formed under the laws of the State of Delaware (the “Partnership”), pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware effective as of the date hereof.

AMERICAN REALTY CAPITAL PROPERTIES, INC. New York, New York 10022
Agreement and Plan of Merger • October 23rd, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts

Reference is made to (i) that certain Agreement and Plan of Merger, dated as of the date hereof (the “ARCP Merger Agreement”), by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), Clark Acquisition, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), and Cole Real Estate Investments, Inc. (formerly known as Cole Credit Property Trust III, Inc.), a Maryland corporation (the “Company”), pursuant to which, among other things, the Company will merge with and into Merger Sub (the “ARCP Transaction”), and (ii) that certain Agreement and Plan of Merger, dated as of March 5, 2013 (the “Cole Holdings Merger Agreement”), by and among the Company, CREInvestments, LLC (“Cole Merger Sub”), a Maryland limited liability company and wholly owned subsidiary of the Company, Cole Holdings Corporation, an Arizona corporation (“Cole Holdings”) wholly owned by Christopher H. Cole (together with his assignees, “Cole”), and Cole,

AMERICAN REALTY CAPITAL PROPERTIES, INC. New York, New York 10022
Agreement and Plan of Merger • October 28th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts

Reference is made to (i) that certain Agreement and Plan of Merger, dated as of the date hereof (the “ARCP Merger Agreement”), by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), Clark Acquisition, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), and Cole Real Estate Investments, Inc. (formerly known as Cole Credit Property Trust III, Inc.), a Maryland corporation (the “Company”), pursuant to which, among other things, the Company will merge with and into Merger Sub (the “ARCP Transaction”), and (ii) that certain Agreement and Plan of Merger, dated as of March 5, 2013 (the “Cole Holdings Merger Agreement”), by and among the Company, CREInvestments, LLC (“Cole Merger Sub”), a Maryland limited liability company and wholly owned subsidiary of the Company, Cole Holdings Corporation, an Arizona corporation (“Cole Holdings”) wholly owned by Christopher H. Cole (together with his assignees, “Cole”), and Cole,

FIRST MORTGAGE, SECURITY AGREEMENT AND FIXTURE FILING
First Mortgage, Security Agreement and Fixture Filing • June 26th, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New Mexico

THIS FIRST MORTGAGE, SECURITY AGREEMENT AND FIXTURE FILING (“Mortgage”), made as of June 22, 2009, by and between COLE WM ALBUQUERQUE NM, LLC, a Delaware limited liability company (“Mortgagor”), with the mailing address of 2555 E. Camelback Road, Suite 400, Phoenix, AZ 85016, Attention: Legal Department, and AVIVA LIFE AND ANNUITY COMPANY, an Iowa corporation (“Mortgagee”), with an office at c/o Aviva Investors North America, Inc., 699 Walnut Street, Dept. H-15, Des Moines, Iowa 50309.

AMERICAN REALTY CAPITAL PROPERTIES, INC. New York, New York 10022
Agreement and Plan of Merger • October 28th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts

Reference is made to (i) that certain Agreement and Plan of Merger, dated as of the date hereof (the “ARCP Merger Agreement”), by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), Clark Acquisition, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), and Cole Real Estate Investments, Inc. (formerly known as Cole Credit Property Trust III, Inc.), a Maryland corporation (the “Company”), pursuant to which, among other things, the Company will merge with and into Merger Sub (the “ARCP Transaction”), and (ii) that certain Agreement and Plan of Merger, dated as of March 5, 2013 (the “Cole Holdings Merger Agreement”), by and among the Company, CREInvestments, LLC (“Cole Merger Sub”), a Maryland limited liability company and wholly owned subsidiary of the Company, Cole Holdings Corporation, an Arizona corporation (“Cole Holdings”) wholly owned by Christopher H. Cole (together with his assignees, “Cole”), and Cole,

MORTGAGE AND ABSOLUTE ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (AND FIXTURE FILING) Dated as of August 31, 2009 From COLE CB FORT MILL SC, LLC, a Delaware limited liability company, as Mortgagor to WELLS FARGO BANK, NATIONAL ASSOCIATION,...
Mortgage and Absolute Assignment of Rents and Leases and Security Agreement • November 2nd, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

This MORTGAGE AND ABSOLUTE ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (AND FIXTURE FILING) (“Mortgage”), dated as of August 31, 2009 (the “Effective Date”), is executed by COLE CB FORT MILL SC, LLC, a Delaware limited liability company (“Mortgagor”), with an office at c/o Cole REIT III Operating Partnership, LP, 2555 E. Camelback Road, Suite 400, Phoenix, Arizona 85016, for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION, with a mailing address at 5938 Priestly Drive, Suite 200, Carlsbad, California 92008 (“Mortgagee”).

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STATE OF NORTH CAROLINA COUNTY OF GUILFORD This instrument was prepared by: Monique Olivier, Esq. Pepler Mastromonaco LLP 100 First Street, 25th Floor San Francisco, CA 94105 Recording requested by and when recorded return to: WELLS FARGO BANK, N.A....
Deed of Trust • November 2nd, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

This DEED OF TRUST AND ABSOLUTE ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (AND FIXTURE FILING) (“Deed of Trust”), dated as of August 31, 2009 (the “Effective Date”), is executed by COLE CB GREENSBORO NC, LLC, a Delaware limited liability company (“Trustor”), with an office at c/o Cole REIT III Operating Partnership, LP, 2555 E. Camelback Road, Suite 400, Phoenix, Arizona 85016, in favor of J. Edward Blakey, an individual, as Trustee (“Trustee”), with a mailing address at 1320 Willow Pass Road, Concord, California 94520, for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION with a mailing address at 5938 Priestly Drive, Suite 200, Carlsbad, California 92008 (“Beneficiary”).

LOAN AGREEMENT Dated as of August 25, 2010 among COLE AT DALLAS TX, LLC, COLE IG KATY TX, LLC, COLE CI PLANO TX, LLC, COLE XP SCHAUMBURG IL, LLC, COLE HD TOLLESON AZ, LLC, collectively, as Borrower, THE FINANCIAL INSTITUTIONS PARTY HERETO AND THEIR...
Loan Agreement • September 17th, 2010 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • New York

THIS LOAN AGREEMENT, dated as of August 25, 2010 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), by and among Cole AT Dallas TX, LLC, a Delaware limited liability company (“Dallas Borrower”), Cole IG Katy TX, LLC, a Delaware limited liability company (“Katy Borrower”), Cole CI Plano TX, LLC, a Delaware limited liability company (“Plano Borrower”), Cole XP Schaumburg IL, LLC, a Delaware limited liability company (“Schaumburg Borrower”), Cole HD Tolleson AZ, LLC, a Delaware limited liability company (“Tolleson Borrower”; Dallas Borrower, Katy Borrower, Plano Borrower, Schaumburg Borrower and Tolleson Borrower, individually, and/or collectively, as the context may require, together with their respective successors and/or assigns, “Borrower”), each having an address at c/o Cole Real Estate Investments, 2555 East Camelback Road, Suite 400, Phoenix, Arizona 85016, WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent, for th

Cole Credit Property Trust, III Inc. 2008 Stock Incentive Plan Stock Option Agreement
Stock Option Agreement • May 7th, 2008 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Maryland

Cole Credit Property Trust, III Inc., a Maryland corporation (the “Company”), hereby grants to the optionee named below (“Optionee”) an option (this “Option”) to purchase the total number of shares shown below of Common Stock of the Company (“Shares”) at the exercise price per share set forth below (the “Exercise Price”), subject to all of the terms and conditions on the reverse side of this Stock Option Agreement and the Cole Credit Property Trust III, Inc. 2008 Stock Incentive Plan (the “Plan”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Plan. The terms and conditions set forth on the reverse side hereof and the terms and conditions of the Plan are incorporated herein by reference.

COLE HOLDINGS CORPORATION
Transaction Award Agreement • June 20th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts • Arizona

As a key employee of Cole Holdings Corporation (the “Company”), the Company believes that you will play an integral role in assisting the Company achieve its goals in the event of a Specified Sale (as defined below). This letter agreement (this “Agreement”) sets forth your entitlement to certain payments in the event Christopher Cole sells any of his stock in the Company to an unrelated third party in an arms-length sale transaction (a “Specified Sale”).

INDEMNITY AGREEMENT
Indemnification Agreement • June 20th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts • Arizona

This Indemnity Agreement, dated as of February 12, 2013 (this “Agreement”), is made by and between Cole Holdings Corporation, an Arizona corporation (the “Company”), and Marc Nemer (the “Indemnitee”).

AMERICAN REALTY CAPITAL PROPERTIES, INC. New York, New York 10022
Agreement and Plan of Merger • October 28th, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts

Reference is made to (i) that certain Agreement and Plan of Merger, dated as of the date hereof (the “ARCP Merger Agreement”), by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), Clark Acquisition, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), and Cole Real Estate Investments, Inc. (formerly known as Cole Credit Property Trust III, Inc.), a Maryland corporation (the “Company”), pursuant to which, among other things, the Company will merge with and into Merger Sub (the “ARCP Transaction”), and (ii) that certain Agreement and Plan of Merger, dated as of March 5, 2013 (the “Cole Holdings Merger Agreement”), by and among the Company, CREInvestments, LLC (“Cole Merger Sub”), a Maryland limited liability company and wholly owned subsidiary of the Company, Cole Holdings Corporation, an Arizona corporation (“Cole Holdings”) wholly owned by Christopher H. Cole (together with his assignees, “Cole”), and Cole,

AMERICAN REALTY CAPITAL PROPERTIES, INC. New York, New York 10022
Agreement and Plan of Merger • October 23rd, 2013 • Cole Real Estate Investments, Inc. • Real estate investment trusts

Reference is made to (i) that certain Agreement and Plan of Merger, dated as of the date hereof (the “ARCP Merger Agreement”), by and among American Realty Capital Properties, Inc., a Maryland corporation (“Parent”), Clark Acquisition, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), and Cole Real Estate Investments, Inc. (formerly known as Cole Credit Property Trust III, Inc.), a Maryland corporation (the “Company”), pursuant to which, among other things, the Company will merge with and into Merger Sub (the “ARCP Transaction”), and (ii) that certain Agreement and Plan of Merger, dated as of March 5, 2013 (the “Cole Holdings Merger Agreement”), by and among the Company, CREInvestments, LLC (“Cole Merger Sub”), a Maryland limited liability company and wholly owned subsidiary of the Company, Cole Holdings Corporation, an Arizona corporation (“Cole Holdings”) wholly owned by Christopher H. Cole (together with his assignees, “Cole”), and Cole,

INSTRUMENT OF ASSIGNMENT AND ASSUMPTION
Instrument of Assignment and Assumption • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

INSTRUMENT OF ASSIGNMENT AND ASSUMPTION (this “Agreement”), dated this 15th day of January, 2009, between SERIES D, LLC, an Arizona limited liability company (“Assignor”), as assignor, having an address 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016, and COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Assignee”), as assignee, having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016.

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE BY COLE REIT III OPERATING PARTNERSHIP, LP a Delaware limited partnership (“PURCHASER”) AND ALBERTSON’S LLC, a Delaware Limited Liability Company ABS RM INVESTOR LLC, a Delaware Limited Liability Company...
Purchase and Sale Agreement • September 17th, 2010 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Illinois

This Agreement for Purchase and Sale of Real Estate (“Agreement”) made this 12th day of September, 2010 (the “Effective Date”), by and between COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Purchaser”), ALBERTSON’S LLC, a Delaware limited liability company (“Albertson’s”) and the entities listed on Annex A, each of which is directly or indirectly wholly owned by Albertson’s (“Affiliated Sellers”; collectively with Albertson’s, the “Sellers” and, individually, a “Seller”).

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of January 6, 2009, between SERIES C, LLC, an Arizona limited liability company (“Seller”) having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016, and COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Purchaser”), having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016.

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of January 6, 2009, between SERIES C, LLC, an Arizona limited liability company (“Seller”) having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016, and COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Purchaser”), having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016.

INSTRUMENT OF ASSIGNMENT AND ASSUMPTION
Instrument of Assignment and Assumption • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

INSTRUMENT OF ASSIGNMENT AND ASSUMPTION (this “Agreement”), dated this 6th day of January, 2009, between SERIES B, LLC, an Arizona limited liability company (“Assignor”), as assignor, having an address 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016, and COLE REIT III OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Assignee”), as assignee, having an address at 2555 East Camelback Road, Suite 400, Phoenix, AZ 85016.

SECURITY AGREEMENT
Security Agreement • March 31st, 2009 • Cole Credit Property Trust III, Inc. • Real estate investment trusts • Arizona

THIS SECURITY AGREEMENT (this “Agreement”) is made and entered into as of January 6, 2009, by and between Cole REIT III Operating Partnership, LP, a Delaware limited partnership (“Grantor”), whose address is 2555 East Camelback Road, Suite 400, Phoenix, Arizona 85016, and Series C, LLC, an Arizona limited liability company (“Lender”), whose address is 2555 East Camelback Road, Suite 400, Phoenix, Arizona 85016.

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