0001500554-15-000008 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 31st day of December, 2014, by and between American Realty Capital - Retail Centers of America, Inc., a Maryland corporation (the “Company”), and William M. Kahane, David M. Gong, Edward G. Rendell, Nicholas S. Schorsch, Kase Abusharkh, Patrick Goulding, Peter M. Budko, Nicholas Radesca, Edward M. Weil, Jr., American Realty Capital Retail Advisor, LLC, AR Capital, LLC and RCS Capital Corporation (each, an “Indemnitee”).

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Amended and Restated Credit Agreement Dated as of December 2, 2014 among American Realty Capital Retail Operating Partnership, L.P., as Borrower the Guarantors from time to time party hereto, the Lenders from time to time party hereto, Regions Bank...
Credit Agreement • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts • New York

This Amended and Restated Credit Agreement (this “Agreement”) is entered into as of December 2, 2014 by and among American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership (the “Borrower”), the Guarantors from time to time party to this Agreement, the several financial institutions from time to time party to this Agreement, as Lenders, Regions Bank and SunTrust Bank, as Syndication Agents, and BMO Harris Bank N.A., as Administrative Agent as provided herein. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.

FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

THIS FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 18th day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").

THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

THIS THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 10th day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (thc "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").

AGREEMENT FOR PURCHASE AND SALE (SHOPS AT WEST END)
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

IN WITNESS WHEREOF, Seller has caused this Bill of Sale to be executed by its duly authorized signatory as of the day and year first above written.

SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

THIS SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 22nd day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").

EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

THIS EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 23rd day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company, or its successor or assign ("Buyer").

SECOND AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

THIS SECOND AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 5th day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").

FIRST AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • April 15th, 2015 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

THIS FIRST AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this "Amendment"), dated effective as of this 3rd day of December, 2014 (the "Effective Date"), is made and entered into by and between AD WEST END, LLC, an Indiana limited liability company (the "Seller"), and AMERICAN REALTY CAPITAL IV, LLC, a Delaware limited liability company ("Buyer").

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