0001104659-06-027257 Sample Contracts

AMENDED AND RESTATED MANAGEMENT AGREEMENT
Management Agreement • April 25th, 2006 • Sl Green Realty Corp • Real estate investment trusts • New York

THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT is made as of April 19, 2006 (this “Agreement”) by and between Gramercy Capital Corp., a Maryland corporation (the “Parent”), GKK Capital LP, a Delaware limited partnership (the “Operating Partnership” and with the Parent and Subsidiaries and other entities controlled by either of them, the “Company”), and GKK Manager LLC, a Delaware limited liability company (the “Manager”).

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AMENDED AND RESTATED ASSET SERVICING AGREEMENT
Asset Servicing Agreement • April 25th, 2006 • Sl Green Realty Corp • Real estate investment trusts • New York

THIS AMENDED AND RESTATED ASSET SERVICING AGREEMENT (this “Agreement”), dated as of April 19, 2006, is made by and between GKK Manager LLC, a Delaware limited liability company (the “Manager”), and SLG Gramercy Services LLC, a Delaware limited liability company (“Servicer”).

AMENDED AND RESTATED ORIGINATION AGREEMENT
Origination Agreement • April 25th, 2006 • Sl Green Realty Corp • Real estate investment trusts • New York

THIS AMENDED AND RESTATED ORIGINATION AGREEMENT (this “Agreement”), dated as of April 19, 2006 is made by and between Gramercy Capital Corp., a Maryland corporation (the “Parent”), and SL Green Operating Partnership, L.P., a Delaware limited partnership (“SL Green OP” and, with its parent SL Green Realty Corp., a Maryland corporation, and subsidiaries and other entities controlled by either of them, “SL Green”).

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