0001104659-05-037994 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT among
Trust Agreement • August 9th, 2005 • Sl Green Realty Corp • Real estate investment trusts • Delaware

This Amended And Restated Trust Agreement, dated as of June 30, 2005, among (i) SL Green Operating Partnership, L.P., a Delaware limited partnership (including any successors or permitted assigns, the “Depositor”), (ii) JPMorgan Chase Bank, National Association, a national banking association, as property trustee (in such capacity, the “Property Trustee”), (iii) Chase Bank USA, National Association, a national banking association, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Gregory F. Hughes, an individual, Andrew S. Levine, an individual and Marc Holliday, an individual, each of whose address is c/o SL Green Operating Partnership, L.P., 420 Lexington Avenue, New York, NY 10170, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.

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JUNIOR SUBORDINATED INDENTURE between SL GREEN OPERATING PARTNERSHIP, L.P. and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Trustee
Indenture • August 9th, 2005 • Sl Green Realty Corp • Real estate investment trusts • New York

JUNIOR SUBORDINATED INDENTURE, dated as of June 30, 2005, between SL GREEN OPERATING PARTNERSHIP, LP, a Delaware limited partnership (the “Company”), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee (in such capacity, the “Trustee”).

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