Amendment To Amended And Restated Agreement Sample Contracts

American Realty Capital Hospitality Trust, Inc. – Seventh Amendment to Amended and Restated Agreement of Limited Partnership of Hospitality Investors Trust Operating Partnership, L.P. (November 8th, 2018)

This SEVENTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HOSPITALITY INVESTORS TRUST OPERATING PARTNERSHIP, L.P. (the "Company") is made as of September 28, 2018 (this "Amendment"), by HOSPITALITY INVESTORS TRUST, INC., a Maryland corporation, as general partner (the "General Partner"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of March 31, 2017 (as amended by the First Amendment thereto, dated as of July 10, 2017, the Second Amendment thereto, dated as of September 29, 2017, the Third Amendment thereto, dated as of December 29, 2017, the Fourth Amendment thereto, dated as of February 27, 2018, the Fifth Amendment thereto, dated March 29, 2018, the Sixth Amendment thereto, dated as of July 2, 2018, and thereafter from time to time, the "Partnership Agreement").

American Realty Capital Hospitality Trust, Inc. – Sixth Amendment to Amended and Restated Agreement of Limited Partnership of Hospitality Investors Trust Operating Partnership, L.P. (August 9th, 2018)

This SIXTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HOSPITALITY INVESTORS TRUST OPERATING PARTNERSHIP, L.P. (the "Company") is made as of July 2, 2018 (this "Amendment"), by HOSPITALITY INVESTORS TRUST, INC., a Maryland corporation, as general partner (the "General Partner"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of March 31, 2017 (as amended by the First Amendment thereto, dated as of July 10, 2017, the Second Amendment thereto, dated as of September 29, 2017, the Third Amendment thereto, dated as of December 29, 2017, the Fourth Amendment thereto, dated as of February 27, 2018, the Fifth Amendment thereto, dated March 29, 2018, and thereafter from time to time, the "Partnership Agreement").

American Realty Capital Hospitality Trust, Inc. – Fourth Amendment to Amended and Restated Agreement of Limited Partnership of Hospitality Investors Trust Operating Partnership, L.P. (May 10th, 2018)

This FOURTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HOSPITALITY INVESTORS TRUST OPERATING PARTNERSHIP, L.P. (the "Company") is made as of February 27, 2018 (this "Amendment"), by HOSPITALITY INVESTORS TRUST, INC., a Maryland corporation, as general partner (the "General Partner"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as March 31, 2017 (as amended by the First Amendment thereto, dated as of July 3, 2017, the Second Amendment thereto, dated as of September 29, 2017, the Third Amendment thereto, dated as of December 29, 2017, and thereafter from time to time, the "Partnership Agreement").

American Realty Capital Hospitality Trust, Inc. – Fifth Amendment to Amended and Restated Agreement of Limited Partnership of Hospitality Investors Trust Operating Partnership, L.P. (May 10th, 2018)

This FIFTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HOSPITALITY INVESTORS TRUST OPERATING PARTNERSHIP, L.P. (the "Company") is made as of March 29, 2018 (this "Amendment"), by HOSPITALITY INVESTORS TRUST, INC., a Maryland corporation, as general partner (the "General Partner"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of March 31, 2017 (as amended by the First Amendment thereto, dated as of July 3, 2017, the Second Amendment thereto, dated as of September 29, 2017, the Third Amendment thereto, dated as of December 29, 2017, the Fourth Amendment thereto, dated as of February 27, 2018, and thereafter from time to time, the "Partnership Agreement").

First Amendment to Amended and Restated Agreement of Limited Partnership of Oz Advisors Lp (May 3rd, 2018)

This First Amendment (this Amendment) to the Amended and Restated Agreement of Limited Partnership of OZ Advisors LP (the Partnership) dated as of March 1, 2017 (as amended, supplemented or modified from time to time, the Partnership Agreement) is dated March 28, 2018 and effective as of February 16, 2018 and made by Och-Ziff Holding Corporation, a Delaware corporation, as general partner of the Partnership (the General Partner), with the consent of Daniel S. Och (DSO). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Partnership Agreement.

First Amendment to Amended and Restated Agreement of Limited Partnership of Oz Advisors Ii Lp (May 3rd, 2018)

This First Amendment (this Amendment) to the Amended and Restated Agreement of Limited Partnership of OZ Advisors II LP (the Partnership) dated as of March 1, 2017 (as amended, supplemented or modified from time to time, the Partnership Agreement) is dated March 28, 2018 and effective as of February 16, 2018 and made by Och-Ziff Holding LLC, a Delaware limited liability company, as general partner of the Partnership (the General Partner), with the consent of Daniel S. Och (DSO). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Partnership Agreement.

First Amendment to Amended and Restated Agreement of Limited Partnership of Oz Management Lp (May 3rd, 2018)

This First Amendment (this Amendment) to the Amended and Restated Agreement of Limited Partnership of OZ Management LP (the Partnership) dated as of March 1, 2017 (as amended, supplemented or modified from time to time, the Partnership Agreement) is dated March 28, 2018 and effective as of February 16, 2018 and made by Och-Ziff Holding Corporation, a Delaware corporation, as general partner of the Partnership (the General Partner), with the consent of Daniel S. Och (DSO). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Partnership Agreement.

Phillips Edison - ARC Grocery Center REIT II, Inc. – Third Amendment to Amended and Restated Agreement of Limited Partnership of Phillips Edison Grocery Center Operating Partnership Ii, L.P. (November 9th, 2017)

This THIRD AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP II, L.P. (this "Amendment") is made effective as of [September 1], 2017 by PE GROCERY CENTER OP GP II LLC, a Delaware limited liability company (the "General Partner"). Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Partnership Agreement (as defined below).

American Realty Capital Hospitality Trust, Inc. – First Amendment to Amended and Restated Agreement of Limited Partnership of Hospitality Investors Trust Operating Partnership, L.P. (August 10th, 2017)

This FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF HOSPITALITY INVESTORS TRUST OPERATING PARTNERSHIP, L.P. (the "Company") is made as of July 10, 2017 (this "Amendment"), by HOSPITALITY INVESTORS TRUST, INC., a Maryland corporation, as general partner (the "General Partner"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as March 31, 2017 (the "Partnership Agreement").

Tenth Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (May 10th, 2017)

This TENTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Tenth Amendment") is effective as of March 31, 2017 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, LLC (as successor in interest of SILEVO INC.) ("SILEVO"), a Delaware limited liability company with its principal office located at 47700 Kato Road, Fremont, California 94538. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Paramount Group – Second Amendment to Amended and Restated Agreement of Limited Partnership of Paramount Group Operating Partnership Lp (May 4th, 2017)
Ocera Therapeutics – Amendment to Amended and Restated Agreement of Employment (March 31st, 2017)

This Amendment ("Amendment") is entered into effective March 29, 2017 , by and between Michael Byrnes (hereinafter referred to as "Executive"), and Ocera Therapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware (hereinafter referred to as the "Company").

Ocera Therapeutics – Amendment to Amended and Restated Agreement of Employment (March 31st, 2017)

This Amendment ("Amendment") is entered into effective March 29, 2017 , by and between Linda S. Grais, M.D. (hereinafter referred to as "Executive"), and Ocera Therapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware (hereinafter referred to as the "Company").

Paramount Group – First Amendment to Amended and Restated Agreement of Limited Partnership of Paramount Group Operating Partnership L.P. (February 22nd, 2017)
Phillips Edison - ARC Grocery Center REIT II, Inc. – Second Amendment to Amended and Restated Agreement of Limited Partnership of Phillips Edison Grocery Center Operating Partnership Ii, L.P. (May 6th, 2016)

This SECOND AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PHILLPS EDISON GROCERY CENTER OPERATING PARTNERSHIP II, L.P. (this "Amendment") is made effective as of March 22, 2016, by PE GROCERY CENTER OP GP II LLC, a Delaware limited liability company (the "General Partner"). Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Partnership Agreement (as defined below).

Phillips Edison - ARC Grocery Center REIT II, Inc. – First Amendment to Amended and Restated Agreement of Limited Partnership of Phillips Edison Grocery Center Operating Partnership Ii, L.P. (March 3rd, 2016)

This FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PHILLPS EDISON GROCERY CENTER OPERATING PARTNERSHIP II, L.P. (this "Amendment") is made effective as of December 3, 2015 by PE GROCERY CENTER OP GP II LLC, a Delaware limited liability company (the "General Partner"). Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Partnership Agreement (as defined below).

Seventh Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (October 30th, 2015)

This SEVENTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of October 9, 2015 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, LLC ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Eighth Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (October 30th, 2015)

This EIGHTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of October 26, 2015 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, LLC (as successor in interest of SILEVO INC.) ("SILEVO"), , a Delaware limited liability company with its principal office located at 47700 Kato Road, Fremont, California 94538. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Sixth Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (October 30th, 2015)

This SIXTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of September 1, 2015 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, LLC ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Fifth Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (July 30th, 2015)

This FIFTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of June 30, 2015 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, LLC ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Global Net Lease, Inc. – Second Amendment to Amended and Restated Agreement of Limited Partnership of American Realty Capital Global Operating Partnership, L.P. (May 18th, 2015)

This SECOND AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P. (this "Amendment"), is made as of April 15, 2015 by and among American Realty Capital Global Trust, Inc., a Maryland corporation, in its capacity as the general partner (the "General Partner") of American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership (the "Partnership"), and American Realty Capital Global Special Limited Partnership, LLC, the initial limited partner of the partnership, a Delaware limited liability company (the "Initial Limited Partner"). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of July 2, 2013, as amended (the "Partnership Agreement").

Fourth Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (May 6th, 2015)

This FOURTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of March 30, 2015 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, INC. ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Third Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (May 6th, 2015)

This THIRD AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of February 12, 2015 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, INC. ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Atlas Resource Partners L.P. C – Amendment No. 5 to Amended and Restated Agreement of Limited Partnership of Atlas Resource Partners, L.P. (March 2nd, 2015)

THIS AMENDMENT NO. 5 to AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCE PARTNERS, L.P. (this Amendment), dated as of February 27, 2015, is entered into and effectuated by Atlas Energy Group, LLC, a Delaware limited liability company (the General Partner) and the general partner of Atlas Resource Partners, L.P., a Delaware limited partnership (the Partnership), pursuant to authority granted to it in Section 13.1 of the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of March 13, 2012 (as amended from time to time, the Limited Partnership Agreement). Capitalized terms used but not defined herein are used as defined in the Limited Partnership Agreement.

Second Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (February 24th, 2015)

This SECOND AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of December 15, 2014 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, INC. ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

First Amendment to Amended and Restated Agreement for Research & Development Alliance on Triex Module Technology (February 24th, 2015)

This FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT FOR RESEARCH & DEVELOPMENT ALLIANCE ON TRIEX MODULE TECHNOLOGY (this "Amendment") is effective as of October 31, 2014 (the "Effective Date") and is by and between THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK ("FOUNDATION"), a non-profit educational corporation existing under the laws of the State of New York, having an office located at 257 Fuller Road, Albany, New York 12203, on behalf of the Colleges of Nanoscale Science and Engineering of the State University of New York Polytechnic Institute), and SILEVO, INC. ("SILEVO"), a Delaware corporation with its principal office located at 45655 Northport Loop East, Fremont, California 94555. FOUNDATION and SILEVO are each referred to herein sometimes individually as a "Party" or, collectively, as "Parties."

Sixth Amendment to Amended and Restated Agreement of Limited Partnership of Hersha Hospitality Limited Partnership (December 23rd, 2014)

THIS SIXTH AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this "Sixth Amendment"), dated as of December 23, 2014, is entered into by HERSHA HOSPITALITY TRUST, a Maryland real estate investment trust, as general partner (the "General Partner") of HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the "Partnership"), for itself and on behalf of the limited partners of the Partnership.

Amendment No. 1 to Amended and Restated Agreement of Limited Partnership of Tesoro Logistics LP (December 8th, 2014)

This Amendment No. 1 (this Amendment), dated December 2, 2014, to the First Amended and Restated Agreement of Limited Partnership of Tesoro Logistics LP (the Partnership), dated as of April 26, 2011 (and as amended to the date hereof, the Partnership Agreement), is entered into and effectuated by Tesoro Logistics GP, LLC, a Delaware limited liability company (the General Partner), in its capacity as general partner of the Partnership and as the holder of all of the Outstanding Incentive Distribution Rights. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.

Tesoro Logistics Lp Common Unit – Amendment No. 1 to Amended and Restated Agreement of Limited Partnership of Tesoro Logistics LP (December 8th, 2014)

This Amendment No. 1 (this Amendment), dated December 2, 2014, to the First Amended and Restated Agreement of Limited Partnership of Tesoro Logistics LP (the Partnership), dated as of April 26, 2011 (and as amended to the date hereof, the Partnership Agreement), is entered into and effectuated by Tesoro Logistics GP, LLC, a Delaware limited liability company (the General Partner), in its capacity as general partner of the Partnership and as the holder of all of the Outstanding Incentive Distribution Rights. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.

Atlas Resource Partners L.P. C – Amendment No. 4 to Amended and Restated Agreement of Limited Partnership of Atlas Resource Partners, L.P. (November 5th, 2014)

THIS AMENDMENT NO. 4 to AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCE PARTNERS, L.P. (this "Amendment"), dated as of November 3, 2014, is entered into and effectuated by Atlas Energy Group, LLC, a Delaware limited liability company (the "General Partner") and the general partner of Atlas Resource Partners, L.P., a Delaware limited partnership (the "Partnership"), pursuant to authority granted to it in Section 13.1 of the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of March 13, 2012 (as amended from time to time, the "Limited Partnership Agreement"). Capitalized terms used but not defined herein are used as defined in the Limited Partnership Agreement.

Buckeye Partners L.P. – Amendment No. 4 to Amended and Restated Agreement of Limited Partnership of Buckeye Partners, L.P. (September 29th, 2014)

THIS AMENDMENT NO. 4, dated as of September 29, 2014, to the AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF BUCKEYE PARTNERS, L.P. (this Amendment), dated as of November 19, 2010 (the Partnership Agreement), is entered into and effectuated by Buckeye GP LLC, a Delaware limited liability company, as the General Partner, pursuant to authority granted to it in Section 15.1 of the Partnership Agreement. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.

Kite Realty Group Trust – Amendment No. 3 to Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P. (July 29th, 2014)

This Amendment No. 3 to the Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P. (this Amendment) is made as of July 28, 2014 by Kite Realty Group Trust, a Maryland real estate investment trust, as sole general partner (the Company) of Kite Realty Group, L.P., a Delaware limited partnership (the Partnership), pursuant to the authority granted to the Company in the Amended and Restated Agreement of Limited Partnership of Kite Realty Group, L.P., dated as of August 16, 2004, as amended by Amendment No. 1, dated as of December 7, 2010, and as further amended by Amendment No. 2, dated as of March 12, 2012 (the Partnership Agreement), for the purpose of issuing additional Partnership Units in the form of LTIP Units. Capitalized terms used and not defined herein shall have the meanings set forth in the Partnership Agreement.

Atlas Pipeline Partners, L.P. – Amendment No. 5 to Amended and Restated Agreement of Limited Partnership of Atlas Pipeline Operating Partnership, L.P. (March 17th, 2014)

THIS AMENDMENT NO. 5 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE OPERATING PARTNERSHIP, L.P. (this Amendment), dated as of March 17, 2014 is entered into and effectuated by Atlas Pipeline Partners GP, LLC, a Delaware limited liability company (the General Partner) and the general partner of Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership (the Partnership), pursuant to authority granted to it in Section 13.1 of the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of February 2, 2000 (the Limited Partnership Agreement). Capitalized terms used but not defined herein are used as defined in the Limited Partnership Agreement.

Merrill Lynch Preferred Funding III Lp – Merrill Lynch Preferred Funding Iii, L.P. Amendment to Amended and Restated Agreement of Limited Partnership (March 7th, 2014)

THIS AMENDMENT ("Amendment") to the Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement"), of MERRILL LYNCH PREFERRED FUNDING III, L.P., a Delaware limited partnership (the "Partnership"), dated as of January 16, 1998, is made and entered into as of March 7, 2014 by BANK OF AMERICA CORPORATION, a Delaware Corporation, the General Partner of the Partnership.

Merrill Lynch Preferred Funding Iv Lp – Merrill Lynch Preferred Funding Iv, L.P. Amendment to Amended and Restated Agreement of Limited Partnership (March 7th, 2014)

THIS AMENDMENT ("Amendment") to the Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement"), of MERRILL LYNCH PREFERRED FUNDING IV, L.P., a Delaware limited partnership (the "Partnership"), dated as of June 19, 1998, is made and entered into as of March 7, 2014 by BANK OF AMERICA CORPORATION, a Delaware Corporation, the General Partner of the Partnership.