0001047469-08-002084 Sample Contracts

SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 1, 2007 by and among CORPORATE OFFICE PROPERTIES, L.P.,
Credit Agreement • February 29th, 2008 • Corporate Office Properties Trust • Real estate investment trusts • New York

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of October 1, 2007 by and among CORPORATE OFFICE PROPERTIES, L.P., a limited partnership formed under the laws of the State of Delaware (the “Borrower”), CORPORATE OFFICE PROPERTIES TRUST, a real estate investment trust formed under the laws of the State of Maryland (the “Parent”), each of the financial institutions initially a signatory hereto together with their assignees pursuant to Section 12.5., each of KEYBANC CAPITAL MARKETS and WACHOVIA CAPITAL MARKETS, LLC, as a Co-Lead Arranger (each a “Co-Lead Arranger”), KEYBANK NATIONAL ASSOCIATION, as Agent, WACHOVIA BANK, NATIONAL ASSOCIATION, as Syndication Agent (the “Syndication Agent”), and each of BANK OF AMERICA, N.A., MANUFACTURERS AND TRADERS TRUST COMPANY, and CITIZENS BANK OF PENNSYLVANIA, as a Documentation Agent (each a “Documentation Agent”).

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FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 29th, 2008 • Corporate Office Properties Trust • Real estate investment trusts

This Fourth Amendment to Employment Agreement (“Amendment”), is made and entered into as of the 2nd day of March, 2007, by and between CORPORATE OFFICE PROPERTIES, L. P. (the “Employer”), CORPORATE OFFICE PROPERTIES TRUST (“COPT”) and ROGER A. WAESCHE, JR. (the “Executive”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 29th, 2008 • Corporate Office Properties Trust • Real estate investment trusts

This Second Amendment to Employment Agreement (“Amendment”), is made and entered into as of the 2nd day of March, 2007, by and between CORPORATE DEVELOPMENT SERVICES, LLC (the “Employer”), CORPORATE OFFICE PROPERTIES TRUST (“COPT”) and DWIGHT S. TAYLOR (the “Executive”).

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