0001144204-13-033311 Sample Contracts

FORM OF CONTINGENT VALUE RIGHTS AGREEMENT
Contingent Value Rights Agreement • June 5th, 2013 • American Realty Capital Properties, Inc. • Real estate investment trusts

This CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of June [__], 2013, is by and among American Realty Capital Properties, Inc., a Maryland corporation (the “Company”), and the holder set forth on the signature page hereto (together with their successor and their permitted assigns, the “Holder”).

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PLACEMENT AGENCY AGREEMENT June 2, 2013
Placement Agency Agreement • June 5th, 2013 • American Realty Capital Properties, Inc. • Real estate investment trusts • New York
FORM OF CONTINGENT VALUE RIGHTS AGREEMENT
Contingent Value Rights Agreement • June 5th, 2013 • American Realty Capital Properties, Inc. • Real estate investment trusts

This CONTINGENT VALUE RIGHTS AGREEMENT (this “Agreement”), dated as of June [__], 2013, is by and among American Realty Capital Properties, Inc., a Maryland corporation (the “Company”), and the holder set forth on the signature page hereto (together with their successor and their permitted assigns, the “Holder”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 5th, 2013 • American Realty Capital Properties, Inc. • Real estate investment trusts • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 4, 2013, by and among American Realty Capital Properties, Inc., a Maryland corporation (the “Company”), and each investor identified on the signature pages hereto (individually, an “Investor” and collectively, the “Investors”).

CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT
Convertible Preferred Stock Purchase Agreement • June 5th, 2013 • American Realty Capital Properties, Inc. • Real estate investment trusts • New York

CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT dated as of June 4, 2013 by and between American Realty Capital Properties, Inc., a Maryland corporation (the “Company”), and each investor identified on the signature pages hereto (individually, an “Investor” and collectively, the “Investors”). Unless otherwise defined, capitalized terms used in this Agreement are defined in Section 7; references to an “Exhibit” are, unless otherwise specified, to an Exhibit attached to this Agreement; references to a “Schedule” are, unless otherwise specified, to a Schedule attached to this Agreement; references to a “Section” are, unless otherwise specified, to a section of this Agreement. In consideration of the mutual covenants and agreements set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Investors respectively agree, as follows:

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