0001104659-07-063257 Sample Contracts

RE: EMPLOYMENT AGREEMENT
Employment Agreement • August 17th, 2007 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

As you know, Inland Western Retail Real Estate Trust, Inc. (the “Company”) has entered into an agreement to acquire, through subsidiaries of the Company, certain entities presently providing advisory and property management services to the Company pursuant to an Agreement and Plan of Merger dated as of August 14, 2007 (the “Merger Agreement”). This letter agreement (this “Agreement”) sets forth the terms under which, upon the consummation of transactions set forth in the Merger Agreement (the “Closing”), you agree to be employed by the Company.

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FORM OF CONSULTING AGREEMENT
Consulting Agreement • August 17th, 2007 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

THIS CONSULTING AGREEMENT (this “Agreement”) is made as of this day of , 2007, by and between INLAND WESTERN RETAIL REAL ESTATE TRUST, INC., a Maryland corporation (“IWEST”), and (the “Consultant”).

AGREEMENT AND PLAN OF MERGER DATED AS OF AUGUST 14, 2007 by and among INLAND WESTERN RETAIL REAL ESTATE TRUST, INC., IWEST ACQUISITION 1, INC. , IWEST ACQUISITION 2, INC., IWEST ACQUISITION 3, INC., IWEST ACQUISITION 4, INC., INLAND WESTERN RETAIL...
Merger Agreement • August 17th, 2007 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

THIS AGREEMENT AND PLAN OF MERGER, dated as of August 14, 2007 (this “Agreement”), is entered into by and among Inland Western Retail Real Estate Trust, Inc., a Maryland corporation (“IWEST”), IWEST Acquisition 1, Inc., an Illinois corporation and wholly-owned subsidiary of IWEST (“Acquisition 1”), IWEST Acquisition 2, Inc., a Delaware corporation and wholly-owned subsidiary of IWEST (“Acquisition 2”), IWEST Acquisition 3, Inc., a Delaware corporation and wholly-owned subsidiary of IWEST (“Acquisition 3”), IWEST Acquisition 4, Inc., a Delaware corporation and wholly-owned subsidiary of IWEST (“Acquisition 4”), Inland Western Retail Real Estate Advisory Services, Inc., an Illinois corporation (the “Advisor”), Inland Southwest Management Corp., a Delaware corporation (“Inland Southwest”), Inland Northwest Management Corp., a Delaware corporation (“Inland Northwest”), Inland Western Management Corp., a Delaware corporation (“Inland Western”), Inland Real Estate Investment Corporation, a D

TIGI LETTER AGREEMENT
Merger Agreement • August 17th, 2007 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

Reference is made to that certain Agreement and Plan of Merger dated as of the date hereof by and among Inland Western Retail Real Estate Trust, Inc. (“IWEST”), IWEST Acquisition 1, Inc., IWEST Acquisition 2, Inc., IWEST Acquisition 3, Inc., IWEST Acquisition 4, Inc., Inland Western Retail Real Estate Advisory Services, Inc., Inland Southwest Management Corp., Inland Northwest Management Corp., and Inland Western Management Corp., Inland Real Estate Investment Corporation, and IWEST Merger Agent LLC, as the same may be amended, restated, modified or supplemented (the “Merger Agreement”). Capitalized terms used herein without definition shall have the meanings assigned thereto in the Merger Agreement.

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