0001564590-15-009653 Sample Contracts

REGISTRATION RIGHTS AGREEMENT by and among EASTERLY GOVERNMENT PROPERTIES, INC. and THE HOLDERS NAMED HEREIN Dated: October 21, 2015
Registration Rights Agreement • November 5th, 2015 • Easterly Government Properties, Inc. • Real estate investment trusts • New York

This Registration Rights Agreement (this “Agreement”) is entered into as of October 21, 2015 by and among Easterly Government Properties, Inc., a Maryland corporation (the “Company”), and the persons named on Exhibit A hereto (collectively with any Assignee pursuant to Section 15 hereof, the “Holders”).

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TAX PROTECTION AGREEMENT
Tax Protection Agreement • November 5th, 2015 • Easterly Government Properties, Inc. • Real estate investment trusts • Delaware

This Tax Protection Agreement (this “Agreement”) is entered into as of October 21, 2015, by and among Easterly Government Properties LP, a Delaware limited partnership (“EGPLP”), and West Pleasanton Lab, LLC (“Contributor”), an entity wholly-owned by Michael Ibe (“Ibe”), in connection with the contribution of certain property (the “Property’) by Contributor to EGPLP or one of its subsidiaries in exchange for limited partnership units in EGPLP pursuant to the Contribution Agreement (“Contribution Agreement”) between the Contributor and EGPLP as of the date hereof. This Agreement is being entered into for the benefit of the WP Indemnified Parties (as defined below).

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