SECOND AMENDMENT TO ADVISORY AGREEMENTAdvisory Agreement • November 2nd, 2015 • City Office REIT, Inc. • Real estate investment trusts • New York
This SECOND AMENDMENT TO ADVISORY AGREEMENT (this “Second Amendment”) is made as of November 2, 2015, by and among City Office REIT, Inc. a Maryland corporation (the “Company”), City Office REIT Operating Partnership, L.P., a Maryland limited partnership of which the Company is the sole general partner (the “Operating Partnership”), and City Office Real Estate Management, Inc., a Canada Business Corporations Act corporation (the “Advisor,” and together with the Company and the Operating Partnership, the “Parties”).
STOCK PURCHASE AGREEMENT among City Office REIT, Inc., CIO Management Buyer Ltd., Gibralt Capital Corp., James Farrar, Anthony Maretic, Gregory Tylee and The Parties Named on Schedules A and B hereto November 2, 2015Stock Purchase Agreement • November 2nd, 2015 • City Office REIT, Inc. • Real estate investment trusts
This Stock Purchase Agreement, dated as of November 2, 2015 (together with the Appendices, Schedules and Exhibits attached hereto, this “Agreement”), is entered into among the shareholders of JTF CIO Holdco Corporation, a British Columbia corporation (“JTF Holdco”), listed on Schedule A hereto (the “JTF Sellers”), the shareholders of Tylee Holdings Inc., a British Columbia corporation (“Tylee Holdco”), listed on Schedule B hereto (the “Tylee Sellers”), Gibralt Capital Corporation, a British Columbia corporation (“Gibralt”), CIO Management Buyer Ltd., a British Columbia limited company (“Buyer”), City Office REIT, Inc., a Maryland corporation and the indirect parent company of Buyer (“Parent”), James Farrar, Anthony Maretic and Gregory Tylee. JTF Holdco, Tylee Holdco, Gibralt and Anthony Maretic are collectively referred to herein as the “Company Sellers.” The JTF Sellers, the Tylee Sellers, Gibralt and Anthony Maretic are collectively referred to herein as the “Sellers.” James Farrar,
