0000830748-10-000002 Sample Contracts

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PACIFIC OFFICE PROPERTIES, L.P. a Delaware limited partnership dated as of December 30, 2009
Limited Partnership Agreement • January 5th, 2010 • Pacific Office Properties Trust, Inc. • Real estate investment trusts • Delaware

The undersigned, Pacific Office Properties Trust, Inc., a Maryland corporation (defined herein as the “General Partner”), being the sole general partner of Pacific Office Properties, L.P., a Delaware limited partnership (defined herein as the “Partnership”), does hereby amend and restate the Prior LP Agreement (as defined below) this 30th day of December, 2009 as follows:

AMENDMENT TO INDEMNIFICATION AGREEMENT
Indemnification Agreement • January 5th, 2010 • Pacific Office Properties Trust, Inc. • Real estate investment trusts • Hawaii

THIS AMENDMENT TO INDEMNIFICATION AGREEMENT ("Amendment") is made as of December 31, 2009 (the "Effective Date"), by PACIFIC OFFICE PROPERTIES, L.P., a Delaware limited partnership, whose address is 233 Wilshire Boulevard, Suite 310, Santa Monica, California 90401 ("Pacific Office"), and SHIDLER EQUITIES L.P., a Hawaii limited partnership, whose address is 841 Bishop Street, Suite 1700, Honolulu, Hawaii 96813 ("Shidler Equities").

Contract
Loan Agreement • January 5th, 2010 • Pacific Office Properties Trust, Inc. • Real estate investment trusts • Hawaii