0001144204-13-007543 Sample Contracts

AGREEMENT OF LIMITED PARTNERSHIP OF ARC REALTY FINANCE OPERATING PARTNERSHIP, L.P. Date as of ________, 2013
Limited Partnership Agreement • February 12th, 2013 • ARC Realty Finance Trust, Inc. • Real estate investment trusts • Delaware

THIS AGREEMENT OF LIMITED PARTNERSHIP OF ARC REALTY FINANCE OPERATING PARTNERSHIP, L.P. (this “Agreement”) dated as of [●], 2013, is entered into among ARC REALTY FINANCE TRUST, INC., a Maryland corporation, as general partner (the “General Partner”), and ARC REALTY FINANCE SPECIAL LIMITED PARTNERSHIP, LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner” and “Special Limited Partner”), and the Limited Partners party hereto from time to time.

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ARC REALTY FINANCE TRUST, INC. UP TO 96,842,105 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT
Exclusive Dealer Manager Agreement • February 12th, 2013 • ARC Realty Finance Trust, Inc. • Real estate investment trusts • New York
ARC REALTY FINANCE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • February 12th, 2013 • ARC Realty Finance Trust, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer's signature page hereto.

FORM OF SUBSCRIPTION ESCROW AGREEMENT
Subscription Escrow Agreement • February 12th, 2013 • ARC Realty Finance Trust, Inc. • Real estate investment trusts • New York

THIS SUBSCRIPTION ESCROW AGREEMENT dated as of , 2013 (this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), ARC Realty Finance Trust, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).

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