0000950137-07-004650 Sample Contracts

ADVISORY AGREEMENT BETWEEN PACIFIC OFFICE PROPERTIES TRUST, INC., PACIFIC OFFICE PROPERTIES, L.P. AND PACIFIC OFFICE MANAGEMENT, INC. Dated as of June , 2007
Advisory Agreement • March 29th, 2007 • Arizona Land Income Corp • Real estate investment trusts • Delaware

THIS AGREEMENT, made as of June , 2007, among PACIFIC OFFICE PROPERTIES TRUST, INC., a Maryland corporation (“POP”), PACIFIC OFFICE PROPERTIES, L.P. , a Delaware limited partnership (the “Operating Partnership” and together with POP, the “Company”), and PACIFIC OFFICE MANAGEMENT, INC. (the “Advisor”).

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THIRD AMENDMENT AND EXHIBIT ACKNOWLEDGEMENT TO MASTER FORMATION AND CONTRIBUTION AGREEMENT
Master Formation and Contribution Agreement • March 29th, 2007 • Arizona Land Income Corp • Real estate investment trusts

This THIRD AMENDMENT AND EXHIBIT ACKNOWLEDGEMENT TO MASTER FORMATION AND CONTRIBUTION AGREEMENT (this “Amendment”), dated as of March 27, 2007, is entered into by and between, ARIZONA LAND INCOME CORPORATION, an Arizona corporation (together with any successor by merger, “AZL”), and POP VENTURE, LLC, a Delaware limited liability company (“POP”).

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