Krupp Government Income Trust Sample Contracts

WITNESSETH:
Assignment and Assumption Agreement • January 10th, 2003 • Krupp Government Income Trust • Real estate investment trusts
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AND
Krupp Government Income Trust • January 10th, 2003 • Real estate investment trusts • Massachusetts
WITNESSETH
Modification Agreement • March 30th, 2000 • Krupp Government Income Trust • Real estate investment trusts • Florida
FORM OF AMENDED AND RESTATED VOTING AGREEMENT
Voting Agreement • March 31st, 2003 • Krupp Government Income Trust • Real estate investment trusts • Massachusetts

AMENDED AND RESTATED VOTING AGREEMENT, dated as of December , 2002, by and among Krupp Government Income Trust, a Massachusetts business trust (“GIT”), Krupp Government Income Trust II, a Massachusetts business trust (“GIT II” and, collectively with GIT, the “TRUSTS”), and Berkshire Income Realty, Inc. (“BIR”), a Maryland corporation.

WAIVER AND STANDSTILL AGREEMENT
Waiver and Standstill Agreement • March 31st, 2003 • Krupp Government Income Trust • Real estate investment trusts • Massachusetts

This Waiver and Standstill Agreement (this “AGREEMENT”), dated as of August 22, 2002, is made by and among Krupp Government Income Trust, a Massachusetts Business Trust (“GIT”), Krupp Government Income Trust II, a Massachusetts Business Trust (“GIT 2” and, collectively with GIT, the “TRUSTS”), Berkshire Income Realty, Inc. (“BIR”), Berkshire Income Realty-OP, L.P. (“BIR-OP” and, collectively with BIR, the “PURCHASERS”).

FOURTH MODIFICATION AGREEMENT
Fourth Modification Agreement • March 31st, 2003 • Krupp Government Income Trust • Real estate investment trusts

This Fourth Modification Agreement is made and entered into as of the 31st day of December, 2002 by and among KRUPP GOVERNMENT INCOME TRUST, a Massachusetts business trust (“GIT”), MC NAB-K C 3 LIMITED PARTNERSHIP, a Massachusetts limited partnership (the “Partnership”), and KRUPP GP, INC., a Massachusetts corporation, GEORGE KRUPP, an individual and DOUGLAS KRUPP, an individual (collectively, the “Partners”).

Berkshire Income Realty, Inc. One Beacon Street, Suite 1500 Boston, Massachusetts 02108
Krupp Government Income Trust • March 31st, 2003 • Real estate investment trusts

Reference is made to the Waiver and Standstill Agreement, dated as of August 22, 2002, by and among Krupp Government Income Trust (“GIT”), Krupp Government Income Trust II (“GIT II” and, collectively with GIT, the “Trusts”), Berkshire Income Realty, Inc. and Berkshire Income Realty-OP, L.P. (the “Waiver Agreement”). This is to confirm our agreement that, notwithstanding the first sentence of Section 2.3 of the Waiver Agreement, the expiration date of the exemption granted by the Trusts in Section 2.1 of the Waiver Agreement is hereby extended from March 31, 2003 to June 30, 2003. Except for the foregoing, all of the terms and conditions of the Waiver Agreement remain in full force and effect.

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