0001104659-06-004409 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • January 27th, 2006 • Amerivest Properties Inc • Real estate investment trusts • Colorado

THIS ASSET PURCHASE AGREEMENT, dated January 25, 2006 (the “Agreement’) is entered into by and between AmeriVest Properties Inc., a Maryland corporation, having its principal place of business at 1780 Bellaire Street, Denver, Colorado (the “Company”) and William T. Atkins (“Buyer”).

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ADDENDUM NO. 1 TO AMENDED CHANGE IN CONTROL AND TERM EMPLOYMENT AGREEMENT INCORPORATING AMENDMENT NO. 1 TO AMENDED CHANGE IN CONTROL AND TERM EMPLOYMENT AGREEMENT
Change in Control and Term Employment Agreement • January 27th, 2006 • Amerivest Properties Inc • Real estate investment trusts

This Addendum No. 1 dated as of the 25th day of January, 2006 is entered into between AmeriVest Properties Inc., a Maryland corporation (the “Company”) and John B. Greenman (“Executive”, and collectively with the Company, the “Parties”).

SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT AMONG AMERIVEST PROPERTIES INC. AND KEYBANK NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT KEYBANC CAPITAL MARKETS, AS SOLE LEAD ARRANGER AND BOOK MANAGER AND THE LENDERS PARTY HERETO
Revolving Credit Agreement • January 27th, 2006 • Amerivest Properties Inc • Real estate investment trusts • Georgia

This SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is made as of the 23rd day of January, 2006, by and among AMERIVEST PROPERTIES INC., a Maryland corporation (the “Borrower”), KEYBANK NATIONAL ASSOCIATION, a national banking association (“KeyBank”), the other lending institutions which are listed on Schedule 1 or hereafter become a party hereto (the “Lenders”), and KEYBANK NATIONAL ASSOCIATION, as agent for itself and such other lending institutions (the “Agent”).

AMENDMENT NO. 1 TO AMENDED CHANGE IN CONTROL AND TERM EMPLOYMENT AGREEMENT
Change in Control and Term Employment Agreement • January 27th, 2006 • Amerivest Properties Inc • Real estate investment trusts

This is Amendment No. 1 (“Amendment”), dated as of January 23, 2006, to that certain Amended Change in Control and Term Employment Agreement (the “Agreement”) dated as of August 31, 2005 by and between AmeriVest Properties Inc., a Maryland corporation (the “Company”) and John B. Greenman (“Executive”, and collectively with the Company, the “Parties”). Terms defined in the Agreement shall have the same meaning when used herein.

AMENDMENT NO. 1 TO AMENDED CHANGE IN CONTROL AND EXECUTIVE EMPLOYMENT AGREEMENT
Change in Control and Executive Employment Agreement • January 27th, 2006 • Amerivest Properties Inc • Real estate investment trusts

This is Amendment No. 1 (“Amendment”), dated as of January 23, 2006, to that certain Amended Change in Control and Executive Employment Agreement (the “Agreement”) dated as of August 31, 2005 by and between AmeriVest Properties Inc., a Maryland corporation (the “Company”) and Charles K. Knight (“Executive”, and collectively with the Company, the “Parties”). Terms defined in the Agreement shall have the same meaning when used herein.

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