0001222840-10-000004 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 26th, 2010 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts

March, 2009 ("Agreement"), by and between INLAND WESTERN RETAIL REAL ESTATE TRUST, INC., a placeStateMaryland corporation (the "Company"), and Thomas J. Martin ("Indemnitee").

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JUNIOR MEZZANINE LOAN AGREEMENT Dated as of December 1, 2009 By and Among IW MEZZ 2 2009, LLC, as Borrower and JPMORGAN CHASE BANK, N.A., as Lender
Junior Mezzanine Loan Agreement • February 26th, 2010 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts
SENIOR MEZZANINE LOAN AGREEMENT Dated as of December 1, 2009 By and Among IW MEZZ 2009, LLC, as Borrower and JPMORGAN CHASE BANK, N.A., as Lender
Senior Mezzanine Loan Agreement • February 26th, 2010 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts
OPERATING AGREEMENT OF IW JV 2009, LLC (a Delaware limited liability company) Dated as of December 1, 2009
Operating Agreement • February 26th, 2010 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Delaware

The interests in IW JV 2009, LLC (the “Interests”) are subject to the restrictions on transfer and other terms and conditions set forth in this Agreement.

SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • February 26th, 2010 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

This Separation Agreement and General Release (“Agreement”) is entered into on October 13, 2009 by and between Inland Western Retail Real Estate Trust, Inc., a Maryland corporation, on behalf of itself and its subsidiaries, partnerships, affiliates, business units and related entities (“the Company”) and Michael J. O’Hanlon (“Mr. O’Hanlon”).

THIRD AMENDMENT TO ESCROW AGREEMENT
Escrow Agreement • February 26th, 2010 • Inland Western Retail Real Estate Trust Inc • Real estate investment trusts • Illinois

THIS THIRD AMENDMENT TO ESCROW AGREEMENT (this "Amendment") is made and entered into as of the 5th day of November, 2009, by and among INLAND REAL ESTATE INVESTMENT CORPORATION, a Delaware corporation ("IREIC"); INLAND WESTERN RETAIL REAL ESTATE TRUST, INC., a Maryland corporation ("IWEST"); IWEST MERGER AGENT, LLC, in its capacity as agent (the "Agent"); and BANK OF AMERICA, N.A. AS SUCCESSOR TO LASALLE BANK, N.A., as escrow agent ("Escrow Agent").

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