AGREEMENT AND PLAN OF MERGER by and among SELECT INCOME REIT, SC MERGER SUB LLC and COLE CORPORATE INCOME TRUST, INC. dated as of AUGUST 30, 2014Agreement and Plan of Merger • September 2nd, 2014 • Cole Corporate Income Trust, Inc. • Real estate investment trusts • Maryland
Contract Type FiledSeptember 2nd, 2014 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of AUGUST 30, 2014, is by and among SELECT INCOME REIT, a Maryland real estate investment trust (“Parent”), SC MERGER SUB, LLC, a Maryland limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”), and COLE CORPORATE INCOME TRUST, INC., a Maryland corporation that has elected to be treated as a real estate investment trust for U.S. federal income tax purposes (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to them in Article I or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties”.