0000950123-09-031445 Sample Contracts

Contract
Share Option Agreement • August 7th, 2009 • Carey W P & Co LLC • Real estate • New York
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Contract
Restricted Share Unit Agreement • August 7th, 2009 • Carey W P & Co LLC • Real estate • New York

WHEREAS, the Company desires to grant to the Grantee restricted share units (“RSUs”) under the 2009 Share Incentive Plan, as amended (the “Plan”), and the Long-Term Incentive Program thereunder, providing Grantee with the right to receive a common share of the Company (the “Shares”) for each RSU granted to Grantee.

LONG-TERM PERFORMANCE SHARE UNIT AWARD AGREEMENT pursuant to the
Long-Term Performance Share Unit Award Agreement • August 7th, 2009 • Carey W P & Co LLC • Real estate • New York

This Long-Term Performance Share Unit Award Agreement (this “Agreement”) is made as of the Date of Grant set forth above by and between Company, a Delaware limited liability company (the “Company”), and the individual whose name is set forth above (“Participant”), whose address is in care of Company, pursuant to the Company’s 2009 Share Incentive Plan (the “Plan”) and the Long-Term Incentive Program thereunder. The terms of the Plan are incorporated herein by reference, and terms defined in the Plan have the same meanings in this Agreement unless otherwise defined herein or the context otherwise requires. This Agreement is subject in all respects to the terms and provisions of the Plan (including, without limitation, any amendments thereto adopted at any time and from time to time unless such amendments are expressly intended not to apply to the award provided hereunder). In the event of a conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan sha

Contract
Restricted Share Unit Agreement • August 7th, 2009 • Carey W P & Co LLC • Real estate • New York

WHEREAS, the Grantee is a Non-Employee Director of the Company and is awarded restricted share units (“RSUs”) under the 2009 Non-Employee Directors’ Incentive Plan (the “Plan”), providing Grantee with the right to receive a common share of the Company (the “Shares”) for each RSU granted to Grantee.

Contract
Restricted Share Agreement • August 7th, 2009 • Carey W P & Co LLC • Real estate • New York

WHEREAS, W. P. Carey & Co. desires to grant to the Grantee Number Shares of W. P. Carey & Co. (the “Shares”) to Grantee under the 2009 Share Incentive Plan (the “Plan”).

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