0001204560-11-000015 Sample Contracts

FORM OF RESTRICTED STOCK UNITS AGREEMENT
Restricted Stock Units Agreement • March 16th, 2011 • MPG Office Trust, Inc. • Real estate investment trusts • California

THIS RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made effective as of __________ ___, _____, (the “Grant Date”), between MPG Office Trust, Inc., a Maryland corporation (the “Company”), MPG Office, L.P., a Maryland limited partnership (the “Partnership”), and _____________ (the “Employee” or “Restricted Stock Unit Holder”).

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FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • March 16th, 2011 • MPG Office Trust, Inc. • Real estate investment trusts • California

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”), dated as of __________ ___, _____, is made by and between MPG Office Trust, Inc., a Maryland corporation (the “Company”), MPG Office, L.P., a Maryland limited partnership (the “Employer”), and _____________ (the “Optionee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2011 • MPG Office Trust, Inc. • Real estate investment trusts • California

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), effective as of January 1, 2010 (the “Effective Date”), is entered into by and between Maguire Properties, Inc., a Maryland corporation (the “REIT”), Maguire Properties, L.P., a Maryland limited partnership (the “Operating Partnership”), and Peggy M. Moretti (the “Executive”). This Agreement amends and restates in its entirety that certain employment letter agreement dated December 31, 2008, by and between the REIT, the Operating Partnership and the Executive (the “Original Agreement”);

MAGUIRE PROPERTIES, INC. LOS ANGELES, CALIFORNIA 90071 December 31, 2008
Employment Agreement • March 16th, 2011 • MPG Office Trust, Inc. • Real estate investment trusts • California

Effective as of December 31, 2008 (the “Effective Date”), this letter (the “Letter”) shall amend and restate in its entirety that certain employment letter agreement (the “Original Agreement”), dated August 14, 2007, between you and Maguire Properties, Inc. (the “REIT”) and Maguire Properties, L.P. (the “Operating Partnership” and together with the REIT, the “Company”). From and after the Effective Date, you and the Company agree that the Company will employ you on the terms and conditions set forth in this Letter:

FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2011 • MPG Office Trust, Inc. • Real estate investment trusts

THIS FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “First Amendment”), is entered into as of December 10, 2010, by and between MPG Office Trust, Inc., a Maryland corporation, MPG Office, L.P., a Maryland limited partnership (collectively, the “Company”), and Shant Koumriqian (the “Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).

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