0000950144-08-006606 Sample Contracts

FORM OF ESCROW AGREEMENT
Form of Escrow Agreement • August 20th, 2008 • Green Realty Trust, Inc. • Real estate investment trusts • Delaware

THIS ESCROW AGREEMENT (the “Agreement”) is made and entered into as of the [___] day of [______], 2008, by and among Green Realty Trust, Inc., a Maryland corporation (the “Company”), 1st Worldwide Financial Partners, LLC (the “Dealer Manager”) and Wells Fargo Bank, N.A., as escrow agent (the “Escrow Agent”).

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FORM OF ADVISORY AGREEMENT AMONG GREEN REALTY TRUST, INC., GREEN REIT OPERATING PARTNERSHIP, LP, INSIGHT GREEN REIT ADVISOR, LLC AND INSIGHT REAL ESTATE, LLC
Advisory Agreement • August 20th, 2008 • Green Realty Trust, Inc. • Real estate investment trusts • Maryland

THIS ADVISORY AGREEMENT, dated as of the ___day of , 2008, is among Green Realty Trust, Inc., a Maryland corporation (the “Company”), Green REIT Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), Insight Green REIT Advisor, LLC, a Delaware limited liability company (the “Advisor”), and, solely in connection with the obligations set forth in Section 13, Insight Real Estate, LLC, a Delaware limited liability company (“Insight”).

GREEN REALTY TRUST, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Participating Dealer Agreement • August 20th, 2008 • Green Realty Trust, Inc. • Real estate investment trusts • Illinois
First Amendment to Limited Partnership Agreement of Green REIT Operating Partnership, LP
Limited Partnership Agreement • August 20th, 2008 • Green Realty Trust, Inc. • Real estate investment trusts • Maryland

This First Amendment to Limited Partnership Agreement (this “Amendment”) of Green REIT Operating Partnership, LP, a Delaware limited partnership (the “Partnership”) is entered into as of this 14th day of August, 2008, by Green Realty Trust, Inc., a Maryland corporation, as the sole general partner (the “General Partner”).

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