0001193125-12-018786 Sample Contracts

FORM OF EIGHTH AMENDED AND RESTATED ADVISORY AGREEMENT among DIVIDEND CAPITAL TOTAL REALTY TRUST INC., DIVIDEND CAPITAL TOTAL REALTY OPERATING PARTNERSHIP LP and DIVIDEND CAPITAL TOTAL ADVISORS LLC
Advisory Agreement • January 20th, 2012 • Dividend Capital Total Realty Trust Inc. • Real estate investment trusts • Colorado

THIS EIGHTH AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”), dated as of , 20 , is among Dividend Capital Total Realty Trust Inc., a Maryland corporation (the “Company”), Dividend Capital Total Realty Operating Partnership LP, a Delaware limited partnership (the “Operating Partnership”), and Dividend Capital Total Advisors LLC, a Delaware limited liability company.

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FORM OF SELECTED DEALER AGREEMENT
Selected Dealer Agreement • January 20th, 2012 • Dividend Capital Total Realty Trust Inc. • Real estate investment trusts • Colorado

Dividend Capital Securities LLC, as the dealer manager (“Dealer Manager”) for Dividend Capital Total Realty Trust Inc. (the “Company”), a Maryland corporation which will be taxed as a real estate investment trust, invites you (the “Dealer”) to participate in the distribution of shares of common stock (“Shares”) of the Company subject to the following terms:

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