0001047469-02-008354 Sample Contracts

EXCHANGE AGREEMENT Dated as of December 20, 2002
Exchange Agreement • December 26th, 2002 • Mack Cali Realty L P • Real estate investment trusts • New York

This EXCHANGE AGREEMENT (this "Agreement") is made as of December 20, 2002 by and between Mack-Cali Realty, L.P., a limited partnership formed under the laws of the State of Delaware (the "Operating Partnership"), having its principal office at 11 Commerce Drive, Cranford, New Jersey 07016, and Teachers Insurance and Annuity Association of America, a corporation incorporated under the laws of the State of New York (the "Holder"), having its principal office at 730 Third Avenue, New York, New York 10017.

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