0001047469-15-007825 Sample Contracts

] Shares American Farmland Company Common Stock ($0.01 Par Value) EQUITY UNDERWRITING AGREEMENT
Equity Underwriting Agreement • October 13th, 2015 • American Farmland Co • Real estate investment trusts • New York

American Farmland Company, a Maryland corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of [ ] shares (the “Firm Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names on Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to [ ] additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.

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SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN FARMLAND COMPANY L.P. Dated as of October 13, 2015
American Farmland Co • October 13th, 2015 • Real estate investment trusts • Delaware

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN FARMLAND COMPANY L.P., dated as of October 13, 2015, is entered into by and among AMERICAN FARMLAND COMPANY, a Maryland corporation (the “Company”), as the General Partner, and the Persons whose names are set forth on Exhibit A attached hereto, as the Limited Partners, together with any other Persons who become Partners in the Partnership as provided herein.

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