0001047469-04-022700 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 7th, 2004 • Kite Realty Group Trust • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (this "Agreement") is entered into as of by and among Kite Realty Group Trust, a Maryland real estate investment trust (the "Company"), Kite Realty Group, L.P., a Delaware limited partnership (the "Operating Partnership" and together with the Company, the "Indemnitors"), and (the "Indemnitee").

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FORM OF AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF KITE REALTY GROUP, L.P.
Kite Realty Group Trust • July 7th, 2004 • Real estate investment trusts • Delaware

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP, dated as of , 2004, is entered into by and among Kite Realty Group Trust, a Maryland real estate investment trust, as the General Partner, and the Persons whose names are set forth on the Partner Registry (as hereinafter defined) as Limited Partners, together with any other Persons who become Partners in the Partnership as provided herein.

FORM OF OPTION AGREEMENT (126th Street & Meridian II Medical Complex)
Option Agreement • July 7th, 2004 • Kite Realty Group Trust • Real estate investment trusts • Indiana

THIS OPTION AGREEMENT (this "Agreement") is made as of , 2004 by and among, Kite Realty Group L.P., a Delaware limited partnership ("Kite Realty"), Kite 126th Street Medical II, LLC, an Indiana limited liability company ("Optionor") and Alvin E. Kite, Jr., John A. Kite, Paul W. Kite and Thomas K. McGowan (each a "Member" and, collectively, the "Members").

FORM OF OPTION AGREEMENT (Tarpon Springs Plaza)
Option Agreement • July 7th, 2004 • Kite Realty Group Trust • Real estate investment trusts • Indiana

THIS OPTION AGREEMENT (this "Agreement") is made as of , 2004 by and among, Kite Realty Group L.P., a Delaware limited partnership ("Kite Realty"), Brentwood Land Partners, LLC, a Delaware limited liability company ("Optionor") and Alvin E. Kite, Jr., John A. Kite, Paul W. Kite and Thomas K. McGowan (each a "Member" and, collectively, the "Members").

FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 7th, 2004 • Kite Realty Group Trust • Real estate investment trusts • Maryland

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of , 2004 by and among Kite Realty Group Trust, a Maryland real estate investment trust (the "Company"), Alvin E. Kite, Jr., John A. Kite, Paul W. Kite, Thomas K. McGowan, Daniel R. Sink, George F. McMannis, IV, Mark Jenkins, C. Kenneth Kite, David Grieve and KMI Holdings, LLC.

FORM OF CONTRIBUTOR INDEMNITY AGREEMENT
Contributor Indemnity Agreement • July 7th, 2004 • Kite Realty Group Trust • Real estate investment trusts • Indiana

This Contributor Indemnity Agreement (the "Agreement") is entered into as of , 2004, by and among Kite Realty Group, L.P. a Delaware limited partnership ("Kite Realty") and Alvin E. Kite, Jr., John A. Kite, Paul W. Kite, Thomas K. McGowan, Daniel R. Sink, George F. McMannis, IV, and Mark Jenkins (collectively, the "Indemnitees").

FORM OF OPTION AGREEMENT (Erskine Village)
Option Agreement • July 7th, 2004 • Kite Realty Group Trust • Real estate investment trusts • Indiana

THIS OPTION AGREEMENT (this "Agreement") is made as of , 2004 by and among, Kite Realty Group L.P., a Delaware limited partnership ("Kite Realty"), Kite South Bend, LLC, an Indiana limited liability company ("Optionor") and Alvin E. Kite, Jr., John A. Kite, Paul W. Kite and Thomas K. McGowan (each a "Member" and, collectively, the "Members").

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