0001193125-10-225005 Sample Contracts

AGREEMENT OF SALE AND PURCHASE BETWEEN HINES VAF UB PLAZA, L.P. as Seller AND KBS CAPITAL ADVISORS LLC as Purchaser pertaining to Union Bank Plaza Los Angeles, California EXECUTED EFFECTIVE AS OF August 16, 2010
Agreement of Sale and Purchase • October 6th, 2010 • KBS Real Estate Investment Trust II, Inc. • Real estate investment trusts • California

THIS AGREEMENT OF SALE AND PURCHASE (this “Agreement”) is entered into and effective for all purposes as of August 16, 2010 (the “Effective Date”), by and between HINES VAF UB PLAZA, L.P., a Delaware limited partnership (“Seller”), and KBS CAPITAL ADVISORS LLC, a Delaware limited liability company (“Purchaser”).

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FIRST AMENDMENT TO AGREEMENT OF SALE AND PURCHASE
Agreement of Sale and Purchase • October 6th, 2010 • KBS Real Estate Investment Trust II, Inc. • Real estate investment trusts

THIS FIRST AMENDMENT TO AGREEMENT OF SALE AND PURCHASE (this “First Amendment”) is made as of the 20th day of August, 2010, by and between HINES VAF UB PLAZA, L.P., a Delaware limited partnership (“Seller”), and KBSII 445 SOUTH FIGUEROA, LLC (“Purchaser”). In consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows:

ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMENT
Assignment and Assumption of Purchase Agreement • October 6th, 2010 • KBS Real Estate Investment Trust II, Inc. • Real estate investment trusts

This Assignment and Assumption of Purchase Agreement (“Assignment”) is entered into between KBS CAPITAL ADVISORS LLC, a Delaware limited liability company (“Assignor”), and KBSII 445 SOUTH FIGUEROA, LLC, a Delaware limited liability company (“Assignee”), as of August 19, 2010 (“Effective Date”).

OFFICE LEASE Between 300 LASALLE LLC as Landlord and KIRKLAND & ELLIS LLP as Tenant 300 North LaSalle Street, Chicago, Illinois
Letter Agreement • October 6th, 2010 • KBS Real Estate Investment Trust II, Inc. • Real estate investment trusts • Illinois

THIS OFFICE LEASE (“Lease”) is made as of the 25th day of August, 2005 (the “Effective Date”), between 300 LASALLE LLC, a Delaware limited liability company (“Landlord”), and KIRKLAND & ELLIS LLP, an Illinois limited liability partnership (“Tenant”).

SECOND AMENDMENT TO AGREEMENT OF SALE AND PURCHASE
Agreement of Sale and Purchase • October 6th, 2010 • KBS Real Estate Investment Trust II, Inc. • Real estate investment trusts

THIS SECOND AMENDMENT TO AGREEMENT OF SALE AND PURCHASE (this “Second Amendment”) is made as of the 15th day of September, 2010, by and between HINES VAF UB PLAZA, L.P., a Delaware limited partnership (“Seller”), and KBSII 445 SOUTH FIGUEROA, LLC (“Purchaser”). In consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows:

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