0001193125-10-057103 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • March 15th, 2010 • Excelsior Lasalle Property Fund Inc • Real estate investment trusts • New York

THIS INVESTMENT ADVISORY AGREEMENT (this “Agreement”), is entered into as of December 23, 2004, by and between EXCELSIOR LASALLE PROPERTY FUND, INC., a Maryland corporation (the “Fund”), U.S. TRUST COMPANY, N.A., a California corporation and national bank acting through its investment advisory division, U.S. Trust Company, N.A. Asset Management Division (the “Manager”), and LaSALLE INVESTMENT MANAGEMENT, INC., a Maryland corporation (the “Advisor”). Capitalized terms not otherwise defined shall have the meanings set forth in Exhibit A attached hereto.

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LaSalle Investment Management, Inc. 200 East Randolph Drive Chicago, Illinois 60601
Excelsior Lasalle Property Fund Inc • March 15th, 2010 • Real estate investment trusts
AMENDMENT No. 1 to AMENDED AND RESTATED MANAGEMENT AGREEMENT
Management Agreement • March 15th, 2010 • Excelsior Lasalle Property Fund Inc • Real estate investment trusts

This AMENDMENT No. 1 (“Amendment”) to that certain AMENDED AND RESTATED MANAGEMENT AGREEMENT dated June 19, 2007 (the “Management Agreement”) by and between Excelsior LaSalle Property Fund, Inc. (the “Fund”) and Bank of America Capital Advisors, Inc. (the “Manager”).

AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT
The Investment Advisory Agreement • March 15th, 2010 • Excelsior Lasalle Property Fund Inc • Real estate investment trusts

THIS AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT is made as of September 15, 2005, by and between EXCELSIOR LASALLE PROPERTY FUND, INC., a Maryland corporation (the “Fund”), U.S. TRUST COMPANY, N.A., a California corporation and national bank acting through its investment advisory division, U.S. Trust Company, N.A. Asset Management Division (the “Manager”), and LaSALLE INVESTMENT MANAGEMENT, INC., a Maryland corporation (the “Advisor”).

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