0001354488-16-007834 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 15th, 2016 • HC Government Realty Trust, Inc. • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of __________, 2016 (the “Effective Date”), by and between HC Government Realty Trust, Inc., a Maryland corporation (the “Company”), and ____________, an individual (“Indemnitee”).

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MANAGEMENT AGREEMENT among HC GOVERNMENT REALTY TRUST, Inc. HC GOVERNMENT REALTY HOLDINGS, L.P. and Holmwood Capital Advisors, LLC Dated as of March 31, 2016
Management Agreement • June 15th, 2016 • HC Government Realty Trust, Inc. • Delaware

MANAGEMENT AGREEMENT, dated as of March 31, 2016, among HC Government Realty Trust, Inc., a Maryland corporation (“HCGR”), HC Government Realty Holdings, L.P., a Delaware limited partnership (the “Operating Partnership”) and Holmwood Capital Advisors, LLC., a Delaware limited liability company (the “Manager”).

AGREEMENT OF LIMITED PARTNERSHIP OF HC GOVERNMENT REALTY HOLDINGS, L.P. (a Delaware limited partnership)
Limited Partnership Agreement • June 15th, 2016 • HC Government Realty Trust, Inc. • Delaware

THIS AGREEMENT OF LIMITED PARTNERSHIP OF HC Government Realty Holdings, L.P. (the “Partnership”), dated as of March 14, 2016, is made and entered into by and among HC Government Realty Trust, Inc., a Maryland corporation (together with its successors and assigns, the “General Partner”), and the Limited Partners set forth on the attached Exhibit A.

CONTRIBUTION AGREEMENT
Contribution Agreement • June 15th, 2016 • HC Government Realty Trust, Inc. • Delaware

THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of March 31, 2016 (“Contract Date”), by and between HOLMWOOD CAPITAL, LLC, a Delaware limited liability company (the “Contributor”), and HC Government Realty Holdings, L.P., a Delaware limited partnership (the “Operating Partnership”).

FIRST AMENDMENT TO THE AGREEMENT OF LIMITED PARTNERSHIP OF HC GOVERNMENT REALTY HOLDINGS, L.P. DESIGNATION OF 7.00% SERIES A CUMULATIVE CONVERTIBLE PREFERRED UNITS March 31, 2016
Agreement of Limited Partnership • June 15th, 2016 • HC Government Realty Trust, Inc.

Pursuant to Section 4.02 and Article XI of the Agreement of Limited Partnership of HC Government Realty Holdings, L.P. (the “Partnership Agreement”), the General Partner hereby amends the Partnership Agreement as follows in connection with the classification of 400,000 shares of 7.00% Series A Cumulative Convertible Preferred Stock, $0.01 par value per share (the “Series A Preferred Stock”) of HC Government Realty Trust, Inc. and the issuance to the General Partner of Series A Preferred Units (as defined below) in exchange for the contribution by the General Partner of the net proceeds from the issuance and sale of the Series A Preferred Stock:

HOLMWOOD PORTFOLIO HOLDINGS, LLC LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • June 15th, 2016 • HC Government Realty Trust, Inc. • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (as amended from time to time, the "Agreement") of HOLMWOOD PORTFOLIO HOLDINGS, LLC, a Delaware limited liability company (the "Company") is entered into by and between the Company and HC Government Realty Trust, Inc., a Maryland corporation, as the sole member of the Company (the "Member").

INDEPENDENT DIRECTOR AGREEMENT
Independent Director Agreement • June 15th, 2016 • HC Government Realty Trust, Inc. • Maryland

THIS INDEPENDENT DIRECTOR AGREEMENT (the “Agreement”) is made as of the ___ day of _________, 2016 (the “Effective Date”), between HC GOVERNMENT REALTY TRUST, INC., a Maryland Company (the “Company”), and _____________, an individual (“Director”).

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