0001193125-11-062487 Sample Contracts

LOAN AGREEMENT between Snowview Station LLC and Wells Fargo Bank, National Association Entered into as of December 15, 2010
Loan Agreement • March 10th, 2011 • Phillips Edison - ARC Shopping Center REIT Inc. • Real estate investment trusts • Ohio

THIS LOAN AGREEMENT (“Agreement”) is entered into as of December 15, 2010, by and between SNOWVIEW STATION LLC, a Delaware limited liability company (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”).

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ASSIGNMENT AND ASSUMPTION OF RIGHTS UNDER SHOPPING CENTER PURCHASE AGREEMENT
Assignment and Assumption • March 10th, 2011 • Phillips Edison - ARC Shopping Center REIT Inc. • Real estate investment trusts

For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, PHILLIPS EDISON GROUP LLC, an Ohio limited liability company (“Assignor”), hereby assigns, transfers and sets over to LAKESIDE (SALEM) STATION LLC, a Delaware LLC (“Assignee”), all of Assignor’s right, title, and interest as Purchaser in and to that certain Shopping Center Purchase Agreement dated as of September 14, 2010, as amended (“Agreement”) with Lakeside Plaza, LLC, a Virginia limited liability company (“Seller”), as seller, with respect to the land and improvements thereon located in Salem, Virginia, more particularly described in the Agreement, including, but not limited to, its right, title and interest in and to the Deposit (as defined in the Agreement).

AMENDMENT TO SHOPPING CENTER PURCHASE AGREEMENT
Shopping Center Purchase Agreement • March 10th, 2011 • Phillips Edison - ARC Shopping Center REIT Inc. • Real estate investment trusts

THIS AMENDMENT TO SHOPPING CENTER PURCHASE AGREEMENT (“Amendment”) is made as of October 20, 2010, by and between LAKESIDE PLAZA, LLC, a Virginia limited liability company (“Seller”), and PHILLIPS EDISON GROUP LLC, an Ohio limited liability company (“Purchaser”).

SHOPPING CENTER PURCHASE AGREEMENT
Shopping Center Purchase Agreement • March 10th, 2011 • Phillips Edison - ARC Shopping Center REIT Inc. • Real estate investment trusts

THIS SHOPPING CENTER PURCHASE AGREEMENT (“Agreement”) is made as of the Effective Date (as defined below) by and between LAKESIDE PLAZA, LLC, a Virginia limited liability company (“Seller”), and PHILLIPS EDISON GROUP LLC, an Ohio limited liability company (“Purchaser”).

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