FORM OF AGREEMENT OF LIMITED PARTNERSHIP OF WELLS OPERATING PARTNERSHIP II, L.P.Limited Partnership Agreement • July 15th, 2003 • Wells Real Estate Investment Trust Ii Inc • Operators of nonresidential buildings • Delaware
Wells Operating Partnership II, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware effective as of July , 2003. This Agreement of Limited Partnership is entered into this day of , 2003 between Wells Real Estate Investment Trust II, Inc., a Maryland corporation (the “General Partner”) and the Limited Partner(s) set forth on Exhibit A hereto (the “Agreement”).
FORM OF ADVISORY AGREEMENTAdvisory Agreement • July 15th, 2003 • Wells Real Estate Investment Trust Ii Inc • Operators of nonresidential buildings • Florida
THIS ADVISORY AGREEMENT, dated as of , 2003, is by and between WELLS REAL ESTATE INVESTMENT TRUST II, INC., a Maryland corporation (the “Company”), and WELLS CAPITAL, INC., a Georgia corporation (the “Advisor”).
FORM OF PROPERTY MANAGEMENT, LEASING AND ASSET MANAGEMENT AGREEMENTProperty Management, Leasing and Asset Management Agreement • July 15th, 2003 • Wells Real Estate Investment Trust Ii Inc • Operators of nonresidential buildings • Georgia
THIS PROPERTY MANAGEMENT, LEASING AND ASSET MANAGEMENT AGREEMENT (“Agreement”) is made and entered into as of the day of , by and among WELLS REAL ESTATE INVESTMENT TRUST II, INC., a Maryland corporation (“Wells REIT II”), WELLS OPERATING PARTNERSHIP II, L.P., a Delaware limited partnership (“Owner”), and WELLS MANAGEMENT COMPANY, INC., a Georgia corporation with offices in Norcross, Georgia (“Manager”).
FORM OF DEALER MANAGER AGREEMENT WELLS REAL ESTATE INVESTMENT TRUST II, INC. Up to 600,000,000 Shares of Common Stock DEALER MANAGER AGREEMENTDealer Manager Agreement • July 15th, 2003 • Wells Real Estate Investment Trust Ii Inc • Operators of nonresidential buildings • Georgia
