Class B Stock Exchange Agreement Sample Contracts

AMENDED AND RESTATED CLASS B STOCK EXCHANGE AGREEMENT
Class B Stock Exchange Agreement • June 28th, 2018 • Brookfield Asset Management Inc. • Operators of nonresidential buildings

This AMENDED AND RESTATED CLASS B STOCK EXCHANGE AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time in accordance with its terms, this “Agreement”) is entered into as of June 25, 2018, by and among GGP Inc., a Delaware corporation (the “Company”), and the parties listed on Exhibit A hereto (each, a “Stockholder” and collectively, the “Stockholders”). Unless context otherwise requires, capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Merger Agreement (as defined below).

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