0000950123-11-029200 Sample Contracts

Joint Filing Agreement
Joint Filing Agreement • March 25th, 2011 • Stonerise Capital Management, LLC • Real estate agents & managers (for others)

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto, the “Schedule 13D”) relating to the common shares, $0.01 par value per share, of Grubb & Ellis Company, which may be deemed necessary pursuant to Regulation 13D or 13G promulgated under the Exchange Act.

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LOCK-UP AGREEMENT
Lock-Up Agreement • March 25th, 2011 • Stonerise Capital Management, LLC • Real estate agents & managers (for others) • New York

This Lock-up Agreement (this “Agreement”), is dated as of March 18, 2011, and is made by and among the undersigned parties (each, a “Locked-Up Holder” and, collectively, the “Locked-Up Holders”), each solely in its capacity as a beneficial owner (as defined below) of, or as advisor with discretionary authority with regard to beneficial owner(s) of, certain 7.95% Convertible Senior Notes due 2015 issued by Grubb & Ellis Company.

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