Shares US Federal Properties Trust, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • September 30th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • New York
US Federal Properties Trust, Inc., a Maryland corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for which you are acting as representatives (the “Representatives”) an aggregate of shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 30th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS AMENDMENT TO MEMBERSHIP INTEREST OPTION AGREEMENT (this “Agreement”) is made and entered into as of this 29th day of September, 2010 by and between US Federal Properties Partnership, LP, a Delaware limited partnership, US Federal Properties Trust, Inc., a Maryland corporation (together with OP, the “Company”), and Kevin T. Kelly, an individual (the “Executive”).
OPTION AGREEMENTOption Agreement • September 30th, 2010 • US Federal Properties Trust Inc. • Real estate investment trusts • Delaware
THIS OPTION AGREEMENT (this “Agreement”) is made and entered into this day of , 2010, by and between Richard Baier (“Rick Baier”), Cathleen M. Baier (“Cathy Baier”), Daniel K. Carr (“Dan Carr”), each an individual (Rick Baier, Cathy Baier and Dan Carr hereinafter collectively referred to as the “Contributors”), Daniel K. Carr Revocable Trust under Trust Agreement dated June 1, 2006 (the “Carr Trust”), RDB, LLC, a Missouri limited liability company (“RDB”), CMB Development, LLC, a Missouri limited liability company (“CMB”), Jacksonville VA, LLC, a Missouri limited liability company (“Jacksonville VA”; together with Carr Trust, RDB and CMB, collectively, “Seller”) and U.S. Federal Properties Partnership, LP, a Delaware limited partnership, whose principal address is 4705 Central Street, Kansas City, Missouri 64112, and its successors and assigns (“Purchaser”):
