0000950133-08-003879 Sample Contracts

FIRST POTOMAC REALTY TRUST 3,000,000 SHARES CONTROLLED EQUITY OFFERINGSM SALES AGREEMENT
Sales Agreement • November 14th, 2008 • First Potomac Realty Trust • Real estate investment trusts • New York

FIRST POTOMAC REALTY TRUST, a Maryland real estate investment trust corporation (the “Company”), and FIRST POTOMAC REALTY INVESTMENT LIMITED PARTNERSHIP, a Delaware limited partnership, the sole general partner of which is the Company (the “Operating Partnership”), confirm their agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:

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