0001104659-16-113556 Sample Contracts

and Warrant Agent
Warrant Agreement • April 22nd, 2016 • CIM Commercial Trust Corp • Real estate investment trusts • New York

WARRANT AGREEMENT dated as of [ ], 2016 (this “Agreement”), between CIM Commercial Trust Corporation, a Maryland corporation (the “Company”), and [ ], a [ ] (the “Warrant Agent”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • April 22nd, 2016 • CIM Commercial Trust Corp • Real estate investment trusts • New York

We, CIM Commercial Trust Corporation, are selling a minimum of 400,000 units and a maximum of 36,000,000 units (each a “Unit” and, collectively, the “Units”), with each Unit consisting of (a) one share of Series A Preferred Stock, $0.001 par value per share, of CIM Commercial Trust Corporation (a “Preferred Share”), and (b) one warrant (a “Warrant”) to purchase [ ] shares of Common Stock, $0.001 par value per share, of CIM Commercial Trust Corporation (each a “Common Share”) in connection with this offering (the “Offering”). Each Unit will be sold at a public offering price of $25 per Unit. Units will not be issued or certificated. The shares of Series A Preferred Stock and the Warrants are immediately detachable and will be issued separately.

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