0001562528-12-000002 Sample Contracts

ARC REALTY FINANCE TRUST, INC. UP TO 96,842,105 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT
Exclusive Dealer Manager Agreement • December 28th, 2012 • ARC Realty Finance Trust, Inc. • Real estate investment trusts • New York
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FORM OF ADVISORY AGREEMENT BY AND AMONG ARC REALTY FINANCE TRUST, INC., ARC REALTY FINANCE OPERATING PARTNERSHIP, L.P., AND ARC REALTY FINANCE ADVISORS, LLC Dated as of [__], 2013
Advisory Agreement • December 28th, 2012 • ARC Realty Finance Trust, Inc. • Real estate investment trusts • New York

THIS ADVISORY AGREEMENT (this “Agreement”) dated as of [__], 2013, is entered into among ARC Realty Finance Trust, Inc., a Maryland corporation (the “Company”), ARC Realty Finance Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and ARC Realty Finance Advisors, LLC, a Delaware limited liability company.

ARC REALTY FINANCE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 28th, 2012 • ARC Realty Finance Trust, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer's signature page hereto.

FORM OF SUBSCRIPTION ESCROW AGREEMENT
Subscription Escrow Agreement • December 28th, 2012 • ARC Realty Finance Trust, Inc. • Real estate investment trusts • New York

THIS SUBSCRIPTION ESCROW AGREEMENT dated as of , 2013 (this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), ARC Realty Finance Trust, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).

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